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Cosmo First Limited — M&A Activity 2025
Jul 28, 2025
62162_rns_2025-07-28_c9583a5b-a316-4eca-9236-09147d82443f.pdf
M&A Activity
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| CFL/SE/2025-26/ JULY /11 | July 28, 2025 |
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| The Manager (Listing) BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai-400 001 Scrip Code: 508814 |
The Manager (Listing) National Stock Exchange of India Ltd. Exchange Plaza, Plot no. C/1, G Block, Bandra – Kurla Complex Mumbai-400 051 Security ID: “COSMOFIRST” |
Sub: Intimation under Regulation 30 of Listing (Obligations and Discloser Requirements) Regulations, 2015- Acquisition of ‘Dr. Santa Animal Healthcare’ by Petcare Division (Zigly).
Dear Sir,
This is to inform you that the Company has entered into Business Transfer agreement for acquisition of a veterinary clinic under the name “Dr. Santa Animal Healthcare”, Bangalore as a going concern by way of a slump sale.
The detailed disclosure as required is enclosed.
You are requested to take the same on your records.
Thanking You
Yours faithfully For Cosmo First Limited
JYOTI Digitally signed by JYOTI DIXIT DIXIT Date: 2025.07.28 16:03:15 +05'30' Jyoti Dixit Company Secretary & Compliance Officer
Encl: as above
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ANNEXURE-I
| Name of the target entity, details in brief such as size, turnover etc.; |
Business (“the business”) of animal healthcare facility, veterinary hospital undertaken by Dr. Santa Animal Healthcare, a partnership firm based at Bangalore. It includes the following: i. All assets, rights and liabilities of seller, excluding the excluded assets and excluded liabilities; ii. Brand name and logo pertaining to “Dr. Santa Animal Healthcare” and all intellectual property rights , if any pertaining thereto; iii. Social media handles/accounts on Facebook, Instagram, LinkedIn, Whatsapp, Justdial, etc. pertaining to the business; iv. All backend support software along with requisite licenses used for inventory/order processing/delivery/ accounting; v. All employees & current independent consultants of seller on rolls or on contract vi. All third party suppliers/ vendors and contracts of seller; vii. Entire customer database including both transacted as well as unverified customer accounts; viii. Access rights, passwords, login details to various services/online portals related to the business; and ix. Details of past purchase data and past sales transaction history since inception; The business generated sales revenue of Rs. 2.23 Cr for FY 24-25. |
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| 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 "arms length"; |
Not a related party transaction. | |
| Industry to which the entity being acquired belongs; |
Petcare | |
| 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); |
The acquisition will accelerate the growth of Veterinary Services of Company’s Petcare division (Zigly) |
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| Brief details of any governmental or regulatory approvals required for the acquisition; |
Not Applicable |
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| Indicative time period for completion of the acquisition; |
As per the Business Transfer Agreement, Long Stop date for the transaction is 90 days from date of execution of agreement or such other date as may be mutually agreed |
As per the Business Transfer Agreement, Long Stop date for the transaction is 90 days from date of execution of agreement or such other date as may be mutually agreed |
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| Nature of consideration - whether cash consideration or share swap and details of the same; |
Cash Consideration | |||
| Cost of acquisition or the price at which the shares are acquired |
The Business will be acquired for a lumpsum consideration mutually agreed, to be paid in three trenches within 36 months of the completion date subject to customary closing and transaction adjustments. The consideration is not disclosed herein for reasons of confidentiality. |
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| Percentage of shareholding / control acquired and / or number of shares acquired; |
Not Applicable since the transaction is by way of acquisition of the business as a going concern by way of slump sale. |
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| 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); |
The Business has been in operation for more than five years and relates to Veterinary Clinic in Bangalore. Last 3 years turnover: FY25 Rs. 2.23 Cr FY24 Rs.3.12 Cr FY23 Rs.1.98 Cr |
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| FY25 | Rs. 2.23 Cr | |||
| FY24 | Rs.3.12 Cr | |||
| FY23 | Rs.1.98 Cr | |||
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