BLACK BOX LIMITED — Major Shareholding Notification 2021

May 7, 2021

ESSAR EXPLORATION & PRODUCTION INDIA LIMITED Regd. Office: Essar House, 11, Keshavrao Khadye Marg Mahalaxmi, Mumbai - 400034 Email: holdingcosec@essar.com, CIN No.: U11101MH2007PLC171125 Tel No.: +91 22 6660 1100

May 07, 2021

To.

The Bombay Stock Exchange Limited Phiroze Jeejeebhoy Towers Dalal Street Mumbai - 400 001 Security Code: 500463

National Stock Exchange of India Limited Exchange Plaza, Block G. C1, Bandra Kurla Complex, Bandra (East), Mumbai - 400051 Symbol: AGCNET

Intimation to Stock Exchanges w.r.t. to deferment of proposed acquisition made for the Sub: shares of AGC Networks Limited.

Disclosure made under Regulation 10(5) of SEBI (Substantial Acquisition of Shares and Ref: Takeovers) Regulations, 2011 vide letter dated 22nd April 2021.

Dear Sir/Madam.

This is with reference to the disclosure / intimation made under Regulation 10(5) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 vide letter dated 22nd April 2021, wherein, Essar Exploration & Production India Limited ("the Company / the Acquirer") informed of its intention to acquire 68,07,267 Equity Shares of the face value Rs.10/- (Rupees Ten Only) each of AGC Networks Limited ("the Target Company") from Onir Metallics Limited by way of off-market purchase and by way of inter se transfer amongst promoter group entities.

A copy of said disclosure dated 22nd April 2021 has been enclosed with this letter.

Your good office are hereby requested to kindly note that the said acquisition stands deferment till further notice.

Kindly take the same on your records and acknowledge the receipt of the same.

Thanking you,

For, Essar Exploration & Production India Limited

Director/Authorised Signatory

1. Disclosure / intimation dated 22nd April 2021 Encl:

CC:

AGC Networks Limited Equinox Business Park (Peninsula Techno Park), Off Bandra-Kurla Complex, LBS Marg, Kurla (West), Mumbai - 400070

April 22, 2021

To,

The Bombay Stock Exchange Limited Phiroze Jeejeebhoy Towers Dalal Street Mumbai - 400 001 Security Code: 500463

National Stock Exchange of India Limited Exchange Plaza, Block G. C1, Bandra Kurla Complex, Bandra (East), Mumbai - 400051 Symbol: AGCNET

Sub: Intimation to Stock Exchanges in respect of acquisition under Regulation 10(1)(a) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011

Dear Sir/Madam,

WIn compliance with Regulation 10(5) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, we would like to inform you that Essar Exploration & Production India Limited is intending to acquire upto 68,07,267 Equity Shares of the face value Rs.10/- (Rupees Ten Only) each of AGC Networks Limited from Onir Metallics Limited by way of off-market purchase at a price in accordance with SEBI Regulations and pursuant to inter se transfer amongst qualifying persons as specified in Regulation 10(1)(a).

The disclosure as prescribed under Regulation 10(5) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 setting out details of the proposed acquisition of shares of AGC Networks Limited by way of inter se transfer amongst promoter group entities is attached herewith.

Kindly take the same on your records and acknowledge the receipt of the same.

Thanking you,

For, Essar Exploration & Production India Limited

Director/Authorised Signatory

CC: AGC Networks Limited Equinox Business Park (Peninsula Techno Park). Off Bandra-Kurla Complex, LBS Marg, Kurla (West), Mumbai - 400070

Disclosures under Regulation 10(5) - Intimation to Stock Exchanges in respect of acquisition under Regulation10(1)(a) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011

1.		Name of the Target Company (TC)	AGC Networks Limited
$\overline{2}$ .		Name of the acquirer(s)	Essar Exploration & Production India Limited
3.		Whether the acquirer(s) is/ are promoters of theTC prior to the transaction. If not, nature of relationshipor association with the TC or its promoters	Promoter group company in terms of Regulation$10(1)(a)(iii)$ being fellow subsidiary
4.		Details of the proposed acquisition
	Name of the person(s) from whom shares area.to be acquired		Onir Metallics Limited
	b.	Proposed date of acquisition	On or after April 29, 2021
	c.	Number of shares to be acquired from eachperson mentioned in 4(a) above	68,07,267 Equity Shares of Rs.10/- each
	d.	Total shares to be acquired as % of sharecapital of TC	20.93%
		e. Price at which shares are proposed to beAcquired	On or about average of previous day closing priceand 60 trading days volume weighted averagemarket price subject to maximum price arrived asper SEBI (SAST) Regulations.
	f.	Rationale, if any, for the proposed transfer	Inter se transfer between Promoter groupcompanies in order to consolidate shareholding.
5.	Relevant sub-clause of regulation $10(1)(a)$ underwhich the acquirer is exempted from making openoffer		10(1)(a)(iii)
6.	If, frequently traded, volume weighted averagemarket price for a period of 60 trading dayspreceding the date of issuance of this notice as traded on thestock exchange where the maximum volume of trading inthe shares of the TC are recorded during such period.		-Rs. 1057.320/- per share
7.	If in-frequently traded, the price as determined interms of clause (e) of sub-regulation (2) ofregulation 8.		Not Applicable
8.		Declaration by the acquirer, that the acquisitionprice would not be higher by more than 25% ofthe price computed in point 6 or point 7 asapplicable.	Yes, the acquisition price would not be higher bymore than 25% of the price computed in pointno.6 or 7 as applicable.

9.		i. Declaration by the acquirer, that the transferorand transferee have complied (during 3 years priorto the date of proposed acquisition) / will comply with disclosure requirements in Chapter V of the SEBIapplicable disclosure requirements in Chapter $\vec{V}$ of the (SAST) Regulations, 2011.Takeover Regulations, 2011 (corresponding provisions ofthe repealed Takeover Regulations, 1997)	Yes.thecomplied/will comply with all the applicable	transferor	and	transfereehave
		ii. The aforesaid disclosures made during previous3 years prior to the date of proposed acquisition to befurnished.
10.	Declaration by the acquirer that all the conditionsYes, All the conditions specified under regulationspecified under regulation $10(1)(a)$ with respect to$10(1)(a)$ with respect to exemptions have been dulyexemptions has been duly complied with.complied with.
11.		Shareholding details	Before theproposedtransaction		After theproposedtransaction
			No. ofshares/votingrights	% w.r.ttotalsharecapital ofTC	No. ofshares/votingrights	% w.r.ttotalsharecapitalof TC
	$\mathbf{a}$	Acquirer(s) and PACs (other than sellers) $(*)$
		Essar Exploration & Production India Limited(Acquirer)	NIL	NIL	68,07,267	20.93%
		Essar Telecom Limited (PAC)	1,63,46,336	50.25%	1,63,46,336	50.25%
	b	Seller $(s)$Onir Metallics Limited	68,07,267	20.93%	NIL	NIL

Note:

• (*) Shareholding of each entity may be shown separately and then collectively in a group. $\bullet$
• The above disclosure shall be signed by the acquirer mentioning date & place. In case, there is more than one acquirer, the $\bullet$ report shall be signed either by all the persons or by a person duly authorized to do so on behalf of all the acquirers.

For, Essar Exploration & Production India Limited

Director/Authorised Signatory

Date: 22/04/2021 Place: Mumbai

For, Onir Metallics Limited

M lət

Director/Authorised Signatory