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Cipla Ltd. — Regulatory Filings 2021
Mar 31, 2021
59275_rns_2021-03-31_aee45768-dd06-4f15-bf53-2c17804d85e1.pdf
Regulatory Filings
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31[st] March 2021
(1) BSE Ltd (2) National Stock Exchange of India Ltd Listing Department Listing Department Phiroze Jeejeebhoy Towers, Exchange Plaza, 5[th] floor, Dalal Street, Plot no. C/1, G Block, Mumbai - 400 001 Bandra Kurla Complex, Bandra (East), Mumbai - 400 051
Scrip Code: 500087 Scrip Code: CIPLA EQ
(3) SOCIETE DE LA BOURSE DE LUXEMBOURG Societe Anonyme 35A Boulevard Joseph II, L-1840 Luxembourg
Dear Sir/ Madam,
Sub: Intimation under Regulation 30 read with Schedule III of SEBI (Listing Obligation and Disclosures Requirements) Regulations, 2015.
We would like to inform you that our investee entity i.e. ABCD Technologies LLP (to be renamed as IndoHealth Services LLP) has through its wholly-owned entity DigiHealth Technologies LLP, acquired 66.02% ownership interest in AIOCD Pharmasofttech Awacs Private Limited (“AWACS”) through a combination of (i) direct purchase of 50% ownership interest in AWACS and (ii) indirect purchase of 16.02% ownership interest in AWACS through acquisition of 32.04% shareholding interest in Trikaal Mediinfotech Private Limited. It is also agreed to acquire the balance stake subject to fulfilment of certain terms and conditions.
The details as required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Circular No. CIR/CFO/CMD/4/2015 dated 9[th] September, 2015 are given in Annexure - 1 to this letter.
We request you to kindly take this in your record and disseminate.
Thanking you,
Yours faithfully, For Cipla Limited
Digitally signed by RAJENDRA CHOPRA DN: c=IN, o=Personal, RAJENDRA 2.5.4.20=4987ad48c3965cfde78c8ea69e6f40ac91535876f12ba1fa5ba45cc5cc8db6 cb, postalCode=122001, st=HARYANA, serialNumber=0be85c0408d0e3afd66366 CHOPRA 9f5314248a72fdcdf34d01d48d472d7cf9262696f6, cn=RAJENDRA CHOPRA Date: 2021.03.31 19:54:19 +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 – 1
Details as per the Securities and Exchange Board of India circular no. CIR/CFD/CMD/4/2015 dated September 9, 2015
| Sr. No. | Particulars | Detail |
|---|---|---|
| a. | Name of the target entity, details in brief such as size, turnover etc. |
(i) Name of the Target Entities: AIOCD Pharmasofttech Awacs Private Limited (“AWACS”). Trikaal Mediinfortech Private Limited (“Trikaal”) (ii) Details of the Target Entities: AWACS is engaged in the business of pharmaceutical data collection and market research. Trikaal is 50% owner of AWACS and holds certain intellectual property in relation to AWACS’s business. |
| b. | 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 one at"arms length" |
Not a related party transaction. |
| c. | Industry to which the entity being acquired belongs |
Healthcare Services |
| d. | 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) |
A step by ABCD Technologies LLP (to be renamed as IndoHealth Services LLP) towards the initiative with an objective to facilitate, enable and promote efficiency and Good Distribution Practices (‘GDP’) including digitizing healthcare infrastructure in India, inter alia, in support of the National Digital Health Mission of Government of India (‘Business’). The acquisition is and will be done by its wholly owned entity DigiHealth Technologies LLP. |
| e. | Brief details of any governmental or regulatory approvals required for the acquisition |
Not Applicable |
| f. | Indicative time period for completion of the acquisition |
The acquisition of 66.02% of shareholding in AWACS (direct and indirect together) has beencompleted on30th of March,2021. |
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| The acquisition of 33.44% of the shareholding in AWACS (indirect) is envisaged to be completed over the course of next few months subject to fulfilment of certain terms and conditions. The remaining 0.54% of the shareholding in AWACS (indirect) is likely to be acquired after 05 years (FY: 2026-’27) |
||
|---|---|---|
| g. | Nature of consideration - whether cash consideration or share swap and details of the same |
Cash Consideration payable by DigiHealth Technologies LLP |
| h. | Cost of acquisition or the price at which the shares are acquired |
The cost of acquisition for the combined transaction of AWACS and Trikaal is approximately INR 75 crores for acquisition of 100% stake in AWACS and Trikaal (direct and indirect together). |
| i. | Percentage of shareholding / control acquired and / or number of shares acquired |
Please refer to the response provided in point f above. |
| j. | 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) |
(i) About the entities: AWACS is engaged in the business of pharmaceutical data collection and market research. Trikaal is 50% owner of AWACS and holds certain intellectual property in relation to AWACS’s business. (ii) Date of Incorporation: AWACS: September 21, 2007 Trikaal: January 03, 2007 (iii) Turnover history of last 3 years: AWACS: 2019-2020: 15,31,95,103 2018-2019: 16,15,30,697 2017-2018: 16,30,86,020 Trikaal: 2019-2020: Nil 2018-2019: Nil 2017-2018: 1,10,00,000 (iv) Country:India |
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