Bharat Forge Ltd — M&A Activity 2022

Feb 24, 2022

February 24, 2022

BHARAT FORGE

To,

BSE Limited,

1st Floor, New Trading Ring, Rotunda Building, P.J. Towers, Dalal Street, Fort, Mumbai - 400 001 BSE SCRIP CODE - 500493

National Stock Exchange of India Limited

'Exchange Plaza', Bandra-Kurla Complex, Sandra (East) Mumbai- 400 051 Symbol: BHARATFORG Series: EQ

Dear Sir,

Sub.: Potential acquisition of JS Auto Cast Foundry India Private Limited, Coimbatore based casting and machining Company through wholly­ owned subsidiary of the Company.

Ref: Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements.) Regulations, 2015

We wish to inform you that the Company has entered into a Share Purchase Agreement ("SPA") for potential acquisition of 100% shareholding of JS Auto Cast Foundry India Private Limited ("JS Auto"), a Coimbatore based casting and machining Company through its wholly-owned subsidiary - BF Industrial Solutions Limited ("BFISL"). The completion of acquisition shall be subject to fulfilment of conditions precedent and in accordance with the terms agreed upon in the SPA.

The Press Release being issued by the Company in this regard is enclosed.

The details as required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD4/2015 dated September 09, 2015, are also enclosed in Annexure A.

Kindly take the same on record.

Thanking you.

Yours faithfully, For Bh/,t Forge Limited -- Tej�Chaudhari Company Secretary & Compliance Officer

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KALYAN I

BHARAT FORGE UMITED, MUNDHWA, PUNE 411 036, MAHARASHTRA, INDIA. PHONE:+ 91 206704 2 476 6704 2777 (Secretarial) Fax 020 2682 2 16 3 CIN L25209PNl961PLC01 2046 Email: :s:i;teJari1!.!(?cl!_ha_1;itforg�.cQ.m WEBSITE: www.bharatforge.com

KA.LY A NI

BHARAT FORGE

P RE S S RE L E A S E

Bharat Forge enters into Definitive Agreement to acquire JS Autocast, leading supplier of machined critical castings for Industrial applications

Pune, February 24, 2022Bharat Forge Limited (BSE: 50049[3] , NSE: BHARATFORG, along with \ts subsidiary, BF Industrial Solutions Limited together referred to as "Bharat Forge") today announced that it has entered into a definitive agreement to acquire JS Autocast Foundry India Private Limited ("JS Auto").

Established in 2004, JS Auto is a leading and a preferred supplier of critical machined Ductile Iron castings for the Wind, Hydraulic, Off-Highway and Automotive applications. Over the past 5 year, the sales of JS Auto has grown at a CA GR of 17.7%. JS Auto registered sale of Rs 259 crores in FY21.

Mr. Amit Kalyani, Deputy Managing Director, Bharat Forge commented "We are delighted to welcome the JS Auto team to Bharat Forge family and will look to leverage their capabilities, highly talented technical team and strong customer connect to aggressively grow our presence in the industrial casting space.

JS Auto will accelerate our diversification journey and enable in addressing the Decarbonization opportunity. This acquisition along with the previous deal in the open die segment significantly broadens our presence, capabilities and product offerings in the industrial space".

Bharat Forge will acquire JS Auto for an upfront consideration (based on enterprise valuation adjustments) plus fixed deferred payment at the end of[3][rd] year. The closing of the transaction is subject to customary closing conditions.

About Bharat Forge

Bharat Forge Limited (BFL), the Pune based Indian multinational, is a technology driven global leader in providing high performance, innovative safety critical components and solutions for several sectors including automotive, power, oil and gas, construction & mining, rail, marine, defense and aerospace. Having

KALYANI

BHARAT FORGE

transcontinental presence across 11 manufacturing locations, BFL, with the largest repository of metallurgical knowledge offers full service supply capability to its geographically dispersed marquee customers from concept to product design, engineering, manufacturing, testing and validation.

Media Contact:

Bhakti Sharma- Email: bhakti.Sharma@bharatforge.com I Contact: +917030942840 Arun Thankappan: Email: arun.thakappan@adfactorspr.com I Contact: +9199308 60706

BHARAT FORGE

Annexure A

Details as required to be disclosed under Regulation 30 read with SEBI Circular dated September 09, 2015

a)	Name of the target entity, details in	Name of the target entity, details in	Name:JS Auto Cast Foundry India
	brief such as size, turnover etc.		Private Limited("JS Auto")
			Address:SF No 165/1 Sembagounden
			Pudur, Kuppepalayam, Coimbatore,
			Tamil Nadu 641107.
			Authorized Capital:Rs. 9,00,00,000
			divided into 90,00,000 equity shares of
			Rs. 10/- each.
			Issued, Subscribed & Paid-up Capital:
			Rs. 3,96,83,300 divided into 39,68,330
			equity shares of Rs. 10/- each.
			Turnover for FY 2020-21:Rs. 258. 71
			crores.
b)	Whether the acquisition would	fall	No.
	within related party transaction(s)
	and whether the promoter/		The promoter/ promoter group have no
	promoter group/ group companies		interest in JS Auto.
	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";
c)	Industry to which the entity being		Castings
	acquired belongs;
d)	Objects and effects of acquisition		The acquisition shall enable the
	(including but not limited	to,	Company to expand its product portfolio
	disclosure of reasons	for	in the industrial sector, customer base
	acquisition of target entity, if	its	and manufacturing presence in south
	business is outside the main line of		India.
	business of the listed entity);
			Post completion of the acquisition JS
			Auto will become a wholly-owned
			subsidiary of BFISL and a step-down
			subsidiary oftheCompany.

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KALYAN I.

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BHARAT FORGE LIMITED, MUNDHWA, PUNE 411 036, MAHARASHTRA, INDIA. PHONE:+ 91 20 6704 2476 6704 2777 (Secretarial) Fax 020 2682 2163 CIN l.25209PNl961 PLC012046 Email: -�-crewral(a bh.nufrgc.oom WEBSITE: www.bharatforge.com

BHARAT FORGE

e)	Brief details of any governmental or	Brief details of any governmental or	Currently no government approvals are
	regulatory approvals required	for	envisaged.
	the acquisition;
f)	Indicative time period	for	120 days from the execution of the SPA.
	completion of the acquisition;
g)	Nature of consideration - whether		Cash consideration.
	cash consideration or share swap
	and details of the same;
h)	Cost of acquisition or the price at		Acquisition of stake of JS Auto is being
	which the shares are acquired;		done at mutually agreed enterprise
			valuation which shall be subject to
			agreed adjustments on closing. The
			valuation is not disclosed herein due to
			reasons of confidentiality.
i)	Percentage of shareholding	/	100%
	control acquired and / or number of
	shares acquired;
j)	Brief background about the entity		JS Auto is an Indian Company
	acquired in terms of products/line of		incorporated on August 20, 2004.
	business acquired, date of incorporation, histor of last 3 years		JS Auto, having its fully-integrated
	turnover, country in which the		manufacturing set-up in south India, is
	acquired entity has presence and		engaged in the business of
	any other significant information	(in	manufacturing of critical machined
	brief);		ductile iron castings, for end-use in wind energy, hydraulics, of-highway and
			automotive sector.
			The turnover of JS Auto for past 3 years
			is as follows:
			i. For FY 20-21: Rs. 258.71 crores
			ii. For FY 19-20: Rs. 291.81 crores
			iii. For FY 18-19: Rs. 250.63 crores

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KALYAN I

BHARAT FORGE LIMITED, MUNDHWA, PUNE 411 036, MAHARASHTRA, INDIA. PHONE:+ 91 20 6704 2476 6704 2777 (Secreta1ial) Fax 020 2682 2163 CIN L25209PNl961 PLC0l2046 Email: ;.c;:mr[i] ill.): . iratfonre.com WEBSITE: www.bharatforge.com