Cosmo First Limited — M&A Activity 2025

Apr 19, 2025

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CFL/SE/2025-26/ April /04	April 19, 2025
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 ‘Small Animal Clinic--Diagnostic Imaging and Surgical Center’ by Petcare Division (Zigly).

Dear Sir,

This is to inform you that the Company has entered into definitive agreement for acquisition of a veterinary clinic under the name “ Small Animal Clinic-Diagnostic Imaging and Surgical Center”, Mumbai as a going concern by way of a slump sale . The transaction is expected to be completed by May 15, 2025 or such other date as may be mutually agreed.

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

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Company Secretary & Compliance Officer

Encl: a/a

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ANNEXURE-I

	Name of the target entity, details in brief such as size, turnover etc.;	Business (“the Business”) of Diagnostic Imaging and Surgical Center undertaken by ‘Small Animal Clinic’ Mumbai and includes the following: i. All assets and liabilities of seller, excluding the excluded assets and excluded liabilities; ii. Brand name, goodwill and logo pertaining to “Small Animal Clinic ” iii. Social media handles/accounts on Facebook, Instagram, LinkedIn, Whatsapp, Justdial 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 t h i r d p a r t y s u p p l i e r s / v e n d o r s a n d principals and contracts of sellers; 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; ix. System generated details of past purchase data and past sales transaction history since inception; x. All intellectual property rights pertaining to the above. The business generated sales revenue of Rs. 1.87 Cr for FY 24-25.
	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)
	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;		To be completed by May 15, 2025 or such other date as ay be mutually agreed	To be completed by May 15, 2025 or such other date as ay be mutually agreed
	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.
	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.
	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 two decades and relates to Veterinary Clinic in Mumbai. Last 3 years turnover: Rs. in Crores FY23 1.22 FY24 1.28 FY25 1.87
			FY23	1.22
			FY24	1.28
			FY25	1.87

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