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Endurance Technologies Limited Capital/Financing Update 2025

May 8, 2025

62547_rns_2025-05-08_30d2d40d-5501-4c3f-96c2-2292555e854e.pdf

Capital/Financing Update

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ENDURANCE TECHNOLOGIES LIMITED

2nd Floor, Kumar Solitaire, S. No. 216B/218A/215A, Near Aga Khan Palace, Shastri Nagar, Nagar Road, Pune-411 006 (M.S.), India Tel: +91-20-68284200 Fax: +91-20-26680894 Website: www.endurancegroup.com CIN No. L34102MH1999PLC123296

8[th] May, 2025 BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001 BSE Code: 540153

National Stock Exchange of India Limited, Exchange Plaza, Bandra-Kurla Complex, Bandra (E), Mumbai – 400 051 NSE Code: ENDURANCE

Sub.: Increase in equity shareholding by the Company in Maxwell Energy Systems Private Limited Ref.: Intimation under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”)

Dear Sir / Madam,

The Company holds 61.50% equity shares in its subsidiary company, Maxwell Energy Systems Private Limited (“Maxwell”). The shareholding has been acquired in three tranches as per the terms of Share Subscription and Purchase Agreement dated 18[th] May, 2022 (SSPA) executed amongst the Company, Maxwell and its shareholders. The remaining 38.50% shares in Maxwell were to be acquired in three tranches spread over three financial years, not beyond 14[th] August, 2027, in terms of the SSPA.

The Company received representation from other shareholders of Maxwell for accelerated buy out of the remaining stake, in a single tranche. Based thereon, the Company has entered into a Share Purchase Agreement dated 8[th] May, 2025 to inter alia acquire the balance 38.50% viz. 52,749 equity shares of face value of Re.1 each from such other shareholders. Acquisition of the remaining stake is at a negotiated upfront cash consideration of ~Rs. 75.01 million.

Disclosure pursuant to Regulation 30 of the Listing Regulations read with the SEBI Circular No. CIR/CFD/CMD/4/2015 dated 9[th] September, 2015, is furnished in the attached Annexure.

We request you to take the above information on record.

Thanking you,

Yours faithfully,

For Endurance Technologies Limited

Digitally signed by Sunil Sunil Naresh Lalai Naresh Lalai Date: 2025.05.08 16:06:43 +05'30'

Sunil Lalai Company Secretary and Executive Vice President – Legal Membership No.: A8078

Encl.: As above.

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ANNEXURE

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Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”)

Sr.
no.
Particulars Details
1. Name of the target entity, details
in brief such as size, turnover etc.
Maxwell Energy Systems Private Limited
(“Maxwell”).
Maxwell is in the business of advanced
embedded
electronics
particularly
in
battery management systems (“BMS”) for
vehicles including electric vehicles (“EV”).
Maxwell also designs and develops BMS for
stationary batteries / energy storage
solutions.
Maxwell’s
BMS
leverages
proprietary algorithms to improve battery
life and performance.
Maxwell mainly operates from its office in
Bengaluru and caters to OEM customers in
India and Europe.
During the financial year 2023-24, Maxwell
achieved a Total Income of Rs. 631.1
million and a net loss of Rs. 205.3 million.
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”
Yes, the transaction falls within the ambit
of related party transaction. No promoter /
promoter group / group companies have
any interest in Maxwell.
The transaction has been executed on
arm’s length basis.
3. Industry to which the entity being
acquired belongs
Automotive / Electronics
4. 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)
The key focus of Maxwell is on designing
and
developing
advanced
electronics
platforms
targeted
towards
next-gen
mobility and energy storage solutions.
The Company is in the business of
developing
and
producing
automotive
components, some of which are in the
electronics domain.
The
acquisition
will
increase
the
Company’s stake in Maxwell to 100% from
existing 61.5%. It is expected that having
full control over Maxwell will enable the
Company to extract more synergies in the
combined electronics business.

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Sr.
no.
Particulars Details
5. Brief details of any governmental
or regulatory approvals required
for the acquisition
Not Applicable.
6. Indicative
time
period
for
completion of the acquisition
Within 45 days from 8 May 2025
7. Nature of consideration - whether
cash consideration or share swap
and details of the same
Cash consideration
8. Cost of acquisition or the price at
which the shares are acquired
~Rs. 75.01 million
9. Percentage
of
shareholding
/
control acquired and / or number
of shares acquired
38.50% or 52,749 equity shares of face
value of Re.1 each
After the acquisition of such additional
38.50% equity, the Company shall hold
100% equity share capital of Maxwell,
comprising 137,007 equity shares of face
value Re. 1 each.
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).
Brief background about Maxwell: Please
refer Sr. No. 1 and 3 above.
Date of incorporation: 23rdAugust, 2017
(CIN: U72900MH2017PTC298930)
Total Income:
FY 2024: Rs. 631.1 million
FY 2023: Rs. 212.3 million
FY 2022: Rs. 196.0 million
Country of presence: India

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