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Bharat Forge Ltd — Capital/Financing Update 2024
Feb 9, 2024
61415_rns_2024-02-09_08b6e569-cd8e-42af-938f-438796f85c2f.pdf
Capital/Financing Update
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B H A R A T F O R G E
February 09, 2024
To,
BSE Limited, National Stock Exchange of India Limited 1st Floor, New Trading Ring, ‘Exchange Plaza’, Rotunda Building, P.J. Towers, Bandra-Kurla Complex, Bandra (East) Dalal Street, Fort, Mumbai- 400 051 Mumbai - 400 001 Symbol: BHARATFORG BSE SCRIP CODE – 500493 Series: EQ
Dear Sir/Madam,
Sub.: Investment in Bharat Forge America Inc. for further investment in Bharat Forge Aluminum USA, Inc.
Ref: Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”)
This is to inform you that pursuant to the approval provided by the board resolution dated November 14, 2022, the Company has on February 09, 2024, infused funds in Bharat Forge America Inc., (“ BFA ”) a wholly owned subsidiary of the Company. This amount will then be invested by BFA into Bharat Forge Aluminum USA, Inc. a wholly owned subsidiary of BFA.
The details required under Regulation 30 of the Listing Regulations read with SEBl Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023, are enclosed herewith as Annexure I .
Kindly take the same on record.
Thanking you,
Yours faithfully, For Bharat Forge Limited
CHAUDHARI Digitally signed by CHAUDHARI TEJASWINI TEJASWINI RAMKRISHNA Date: 2024.02.09 RAMKRISHNA 20:54:59 +05'30' Tejaswini Chaudhari Company Secretary & Compliance Officer
Encl.: as above
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BHARAT FORGE LIMITED, MUNDHWA, PUNE 411 036, MAHARASHTRA, INDIA. PHONE: + 91 20 6704 2476 6704 2451 6704 2544 (Secretarial) Fax 020 2682 2163 Email: [email protected] WEBSITE: www.bharatforge.com CIN L25209PN1961PLC012046
B H A R A T F O R G E
Annexure I
Disclosure of information pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023
| Particulars | Details |
|---|---|
| Name of the target entity, details in brief such as size, turnover etc. |
Bharat Forge Aluminum USA, Inc. (“BFAL”). BFAL was incorporated in the State of North Carolina, USA on September 27, 2019, and is a wholly-owned subsidiary of Bharat Forge America Inc. (“BFA”) and therefore a wholly owned step- down subsidiary of Bharat Forge Limited. BFAL had a turnover of USD 22.08 million for the period January 2022–March 2023. |
| 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” |
BFAL is a Related Party of the Company. The proposed investment is in the nature of Related Party Transactions and will be on an arm’s length basis. Mr. B. N. Kalyani is a Director in BFA and Mr. Amit Kalyani is a Director in BFA and BFAL. Other than this, none of the Company’s promoter/ promoter group /group companies have any interest in the proposed investments. |
| Industry to which the entity being acquired belongs |
BFAL designs, produces and supplies aluminum automotive components for the auto industry. |
| Objects and impact 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) |
BFAL is engaged in the aluminum automotive components business. Accordingly, the investment by the Company in BFA and the proposed investment in BFAL is in furtherance of BFAL’s main line of business. |
| Brief details of any governmental or regulatory approvals required for the acquisition |
Requisite approvals have been obtained. |
| Indicative time period for completion of the acquisition |
The investment will tentatively be completed by February 15, 2024. |
| Consideration - whether cash consideration or share swap or any other form and details of the same |
Cash |
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BHARAT FORGE LIMITED, MUNDHWA, PUNE 411 036, MAHARASHTRA, INDIA. PHONE: + 91 20 6704 2476 6704 2451 6704 2544 (Secretarial) Fax 020 2682 2163 Email: [email protected] WEBSITE: www.bharatforge.com CIN L25209PN1961PLC012046
B H A R A T F O R G E
Particulars Details Cost of acquisition and/or the price at which USD 15 million (INR 124.83 crores) to be invested the shares are acquired in the form of Additional Paid In Capital. Percentage of shareholding / control The Company will continue to hold 100% of acquired and / or number of shares shareholding in BFAL through BFA.
Percentage of shareholding / control acquired and / or number of shares acquired
BFAL was incorporated in the State of North Carolina, USA on September 27, 2019, and is a wholly-owned subsidiary of Bharat Forge America Inc. and therefore a wholly owned step-down subsidiary of Bharat Forge Limited. BFAL designs, produces and supplies aluminum automotive components for the auto industry. It does not have presence in any other country.
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)
BFAL’s turnover for the last 3 years is as follows: January 2022 – March 2023: USD 22.08 million (INR 181.57 crores) FY 2021: NIL FY 2020: NIL
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BHARAT FORGE LIMITED, MUNDHWA, PUNE 411 036, MAHARASHTRA, INDIA. PHONE: + 91 20 6704 2476 6704 2451 6704 2544 (Secretarial) Fax 020 2682 2163 Email: [email protected] WEBSITE: www.bharatforge.com CIN L25209PN1961PLC012046