Dodla Dairy Limited — M&A Activity 2025

Jul 11, 2025

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Date: 11 July 2025

The General Manager Department of Corporate Services BSE Limited Phiroze Jeejeebhoy Towers Dalai Street, Fort Mumbai-400 001	The Manager Listing Department National Stock Exchanges of India Limited "Exchange Plaza", 5th Floor, Plot No.C/1, G Block Bandra-Kurla Complex Bandra(East),Mumbai 400051.
Scrip Code : 543306	Scrip Code : DODLA

Dear Sir/Madam,

Subject: Acquisition of 100% of the issued and paid-up share capital of HR Food Processing Private Limited (OSAM)

Pursuant to the provisions of Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended (“Listing Regulations™), we inform you that, Board of Directors of Dodla Dairy Limited at their meeting held today i.e. 11 July 2025 had approved acquisition of 100% issued and paid-up share capital of HR Food Processing Private Limited (OSAM) (“Target Company”) in compliance with the provisions of the Companies Act, 2013, SEBI Regulations and other Statutory requirements may be applicable.

In this regard, the Company shall enter into Share Purchase Agreements (“SPAs”), and other transaction documents / agreements with the existing promoters and shareholders of the Target Company to acquire 100% of issued and paid-up share capital of the Target Company.

The completion of this acquisition is provisional to conditions precedent in the SPA and other transaction documents / agreements. Further, upon successful completion of the acquisition of 100% issued and paid-up share capital, the Target Company will become a Wholly Owned Subsidiary of Dodla Dairy Limited.

The additional details required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time (read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023) with respect 1௦ the aforesaid acquisition is enclosed in Annexure - A

The above information is also available on the website of the Company www.dodladairy.com

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The Board Meeting Commenced at 10: 00 A.M. IST and concluded at 11.10 A.M. IST.

We request you to kindly take the above on record.

Thanking You, Yours Faithfully, For Dodla Dairy Limited

Surya Digitally signed by Surya Prakash Prakash Mungelkar Date: 2025.07.11 Mungelkar 11:23:51 +05'30' Surya Prakash M Company Secretary & Compliance Officer

Encl.: As above

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Annexure - A

Disclosure pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023 relating to the aforesaid acquisition:

S. no	Particulars	Details
1.	Name of the target entity, details in brief such as size, turnover etc.	HR Food Processing Private Limited,a company incorporated under the Companies Act, 1956, is engaged in manufacturing and sale of milk and milk products under its premium brand 'OSAM'. The company has established a strong presence in Bihar, Jharkhand and the eastern dairy markets of India. The Paid-Up Share of the company is Rs.41,62,00,755. The turnover of the Company for the FY2024-25 was Rs. 282.6/- Crores(Unaudited)
2.	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 “arm’s length;	The acquisition does not fall within related party transactions. The promoter/promoter group have no interest in HR Food Processing Private Limited.
3.	Industry to which the entity beingacquired belongs	Dairy Sector
4.	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);	This strategic acquisition aligns with the Company's expansion strategy and will enhance its market reach in the eastern region of India. Dodla Dairy Limited shall enter into the SPAs and other transaction documents / agreements with the existing promoters and shareholders of the Target Company for acquisition of 100% of issued and paid share capital. The objective of acquisition is to enter new geographical markets, the business carried on by the Target Company is similar business carried on by Dodla DairyLimited.

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			This acquisition strengthens Dodla Dairy Limited’s presence in Bihar, Jharkhand, West Bengal and Eastern India dairy market Post-acquisition, the Target Company will become a Wholly Owned Subsidiaryof Company. None One to two months from the date of signing the SPAs and other transaction documents / agreements, or such other period as may be extended by the parties to the SPA, subject to fulfilment of conditions precedent and requisite approvals,if any Cash consideration The total purchase consideration for the acquisition of 100% of issued and paid-up share capital is Rs. 271 Crores (which includes. This represents an enterprise value of Rs. 247.2 Crores plus net cash of Rs. 23.8 Crores)23.8 Crores in the target company. Acquisition of 100% of issued and paid share capital of the Target Company. HR Food Processing Private Limited incorporated under the provisions of the Companies Act, 1956 is a manufacturer involved in sale of milk and milk products. With its premium brand ‘ Osam’ and its milk has created a robust dairy ecosystem in Bihar and Jharkhand. The date of incorporation was December 14, 2010. Details of Turnover: Financial Year Amount: 2024-25 Rs. 282.6 Crores (Unaudited) 2023-24 Rs. 254.5 Crores (Audited) 2022-23 Rs. 248.6 Crore (Audited) HR Food Processing Private Limited has presence onlyin India.
			This acquisition strengthens Dodla Dairy Limited’s presence in Bihar, Jharkhand, West Bengal and Eastern India dairy market Post-acquisition, the Target Company will become a Wholly Owned Subsidiaryof Company.
	5.	Brief details of any governmental or regulatory approvals required for the acquisition	None
	6.	Indicative time period for completion of the acquisition	One to two months from the date of signing the SPAs and other transaction documents / agreements, or such other period as may be extended by the parties to the SPA, subject to fulfilment of conditions precedent and requisite approvals,if any
	7.	Nature of consideration (cash consideration or share swap and details of the same)	Cash consideration
	8.	Cost of acquisition and / or the price at which the shares are acquired	The total purchase consideration for the acquisition of 100% of issued and paid-up share capital is Rs. 271 Crores (which includes. This represents an enterprise value of Rs. 247.2 Crores plus net cash of Rs. 23.8 Crores)23.8 Crores in the target company.
	9.	Percentage of shareholding /control acquired and/or number of shares acquired	Acquisition of 100% of issued and paid share capital of the Target Company.
	10.	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)	HR Food Processing Private Limited incorporated under the provisions of the Companies Act, 1956 is a manufacturer involved in sale of milk and milk products. With its premium brand ‘ Osam’ and its milk has created a robust dairy ecosystem in Bihar and Jharkhand. The date of incorporation was December 14, 2010. Details of Turnover: Financial Year Amount: 2024-25 Rs. 282.6 Crores (Unaudited) 2023-24 Rs. 254.5 Crores (Audited) 2022-23 Rs. 248.6 Crore (Audited) HR Food Processing Private Limited has presence onlyin India.

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