Cipla Ltd. — Capital/Financing Update 2020

Jun 10, 2020

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10[th] June 2020

(1) BSE Ltd Listing Department Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001

Scrip Code: 500087

• (2) National Stock Exchange of India Ltd Listing Department Exchange Plaza, 5[th] floor, Plot no. C/1, G Block, Bandra Kurla Complex, Bandra (East), Mumbai - 400 051

Scrip Code: CIPLA EQ

• (3) SOCIETE DE LA BOURSE DE LUXEMBOURG Societe Anonyme 35A Boulevard Joseph II, L-1840 Luxembourg

Sub- Acquisition of stake in GoApptiv Private Limited

Dear Sirs,

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we wish to inform that the Cipla has signed agreements on 9[th] June 2020, to acquire shares representing 21.85% stake in GoApptiv Private Limited on a fully diluted basis.

The details as required under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are enclosed as Annexure – I.

Thank you,

For Cipla Limited

RAJENDRA CHOPRA Digitally signed by RAJENDRA CHOPRA DN: c=IN, o=Personal, 2.5.4.20=4987ad48c3965cfde78c8ea69e6f40ac91535876f12ba1fa5ba45cc5cc8db6cb, postalCode=122001, st=HARYANA, serialNumber=0be85c0408d0e3afd663669f5314248a72fdcdf34d01d48d472d7cf9262696f6, cn=RAJENDRA CHOPRA Date: 2020.06.10 08:36:21 +05'30' Rajendra Chopra Company Secretary

Encls:

1. Details as per the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

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Annexure - I

Sr.No.	Particulars	Details
a)	Name of the target entity, details inbrief such as size, turnover etc.;	GoApptiv Private Limited (GoApptiv orCompany)It has turnover of INR 19.03 Cr. for the financialyear ending on March 31, 2020 according to itsprovisional financial statements.
b)	Whether the acquisition would fallwithin related party transaction(s)andwhetherthepromoter/promoter group/ group companieshave any interest in the entitybeing acquired? If yes, nature ofinterest and details thereof andwhether the same is done at“arm’s length”;	Acquisition doesn’t fall within the purview ofrelated party transactions. None of the promoter/ promoter group / promoter companies have anyinterested in the acquisition.
c)	Industry to which the entity beingacquired belongs;	GoApptiv offers digital solutions for integratedbrand sales management, digital marketing,channelengagementforpharmaceuticalcompanies. It also provides digital solutions forcustomer relationship management, patientsupport and healthcare data analytics.
d)	Objects and effects of acquisition(including but not limited to,disclosureofreasonsforacquisition of target entity, if itsbusiness is outside the main line ofbusiness of the listed entity);	Through an equity investment, Cipla willstrengthen its partnership with GoApptiv so as toenable widening reach of its key brands in theTier 3+ towns through GoApptiv’s solutions forend-to-endbrandmarketingandchannelengagement.

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Sr.No.	Particulars	Details
e)	Brief details of any governmentalor regulatory approvals requiredfor the acquisition;	NA
f)	Indicativetimeperiodforcompletion of the acquisition;	The Acquisition of 21.85% stake on a fully dilutedbasis will be competed in two stages:The first stage -subscription of 15,392(Fifteen thousand three hundred and ninety-twoonly)CompulsorilyConvertiblePreferenceShares and purchase of 6,927 (Six thousandnine hundred and twenty seven only) EquityShares is expected to be closed within 30 daysfrom the execution date, subject to certainconditions precedent(Hereinafter referred toas First Stage).The second stage -subscription of 12,314(Twelve thousand three hundred and fourteenonly)CompulsorilyConvertiblePreferenceShares is expected to close by 31stOctober2020, subject to certain conditions precedent(Hereinafter referred to as Second Stage).
g)	Nature of consideration - whethercash consideration or share swapand details of the same;	Cash consideration
h)	Cost of acquisition or the price atwhich the shares are acquired	**First Stage-**INR 5.80 Cr**Second Stage-**INR 3.2 Cr
i)	Percentage of shareholding /control acquired and / or numberof shares acquired;	First Stage of investment: Subscription of15,392 (Fifteen thousand three hundred andninety-twoonly)CompulsorilyConvertible

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Sr.No.	Particulars	Details
		Preference Shares and purchase of 6,927 (Sixthousand nine hundred and twenty-seven only)Equitysharestogetherrepresentingashareholding of 15.26% on a fully diluted basisSecond stage of Investment: Subscription of12,314 (Twelve thousand three hundred andfourteenonly)CompulsorilyConvertiblePreference Shares, which would result in Ciplahaving a shareholding of 21.85% on a fullydiluted basis.
j)	Brief background about the entityacquired in terms of products/lineof business acquired, date ofincorporation, history of last 3years turnover, country in whichthe acquired entity has presenceandanyothersignificantinformation (in brief)	The Company is involved in the business ofoffering digital solutions for integrated brandsales management, digital marketing, channelengagement for pharmaceutical companies aswell digital platforms for business tracking,customerrelationshipmanagement,dataintegration,artificialintelligence/machinelearning based data analytics, patient supportand assistance in India.The Company has recorded revenues ofINR 19.03 Cr for the financial year ending onMarch 31, 2020; INR 2.48 Cr for the financialyear ending on March 31, 2019; and INR 1.23 Crin the financial year ending March 31, 2018.

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