FEDDERS HOLDING LIMITED — M&A Activity 2020

Oct 8, 2020

Khambatta Securities Ltd. ESTD 1018

08 October 2020

To

BSE Limited. Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001, Maharashtra, India

Subject: Post Offer Advertisement in relation to an open offer (as defined in this Post Offer Advertisement) to the Public Shareholders of IM+ Capitals Ltd (the "Target Company") ("Open Offer"/ "Offer")

Dear Sirs.

With respect to the captioned Offer and in accordance with Regulation 18(12) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 ("Takeover Regulations"), please find enclosed the Post Offer Advertisement dated 06 October 2020, published on 07 October 2020 in Financial Express, English national daily, all editions and Mumbai Lakshdeep, Marathi daily, Mumbai edition. The same Post Offer Advertisement was published on 08 October 2020 in Jansatta, Hindi national daily, all editions. All the publications are within the timeline prescribed under Takeover Regulations.

We request you to kindly upload the Post Offer Advertisement on your website at the earliest.

Capitalized terms used in this letter unless defined herein shall have the same meanings as ascribed to them in the attached Post Offer Advertisement.

Thanking you,

For Khambatta Securities Limited

E

Vipin Aggarwal Authorised Signatory Encl: Post Offer Advertisement POST OFFER ADVERTISEMENT UNDER REGULATION 18 (12) IN TERMS OF SEBI (SUBSTANTIAL
ACQUISITION OF SHARES AND TAKEOVERS) REGULATIONS, 2011, AS AMENDED, FOR THE ATTENTION
OF THE PUBLIC SHAREHOLDERS OF

IM+ CAPITALS LIMITED

Registered Office: 817, Antriksh Bhawan, Kasturba Gandhi Marg, New Delhi, Delhi – 110001, India. CIN: L74140DL1991PLC340407 | Ph: 011 42838332 ۱m

OPEN OFFER FOR ACQUISITION OF UP TO 9,10,415 (NINE LAKH TEN THOUSAND FOUR HUNDRED FIFTEEN) FULLY PAID UP EQUITY SHARES OF FACE VALUE OF INR 10 (INDIAN RUPEES TEN) EACH OF IM+ CAPITALS LIMITED ("TARGET COMPANY") FROM THE PUBLIC SHAREHOLDERS OF THE TARGET COMPANY ("PUBLIC SHAREHOLDERS"), BY MR. RAKESH KUMAR SINGHAL, MR. VISHAL SINGHAL AND TIRUPATI CONTAINERS PVT LTD (TOGETHER THE "ACQUIRERS") TOGETHER WITH MRS. KUSUM SINGHAL AND MS. TANYA SINGHAL (TOGETHER, THE "PAC") IN THEIR CAPACITY AS PERSONS ACTING IN CONCERT WITH THE ACQUIRERS, PURSUANT TO AND IN COMPLIANCE WITH THE REQUIREMENTS OF THE SEBI (SAST) REGULATIONS AT PER EQUITY SHARE PRICE OF RS. 25.00 (RUPEES TWENTY FIVE ONLY) ("OPEN OFFER" / "OFFER").
	This post offer advertisement ("Post Offer Advertisement") is being issued by Khambatta Securities Limited (hereinafter referred to as 'Manager to the Offer') in respect of the open offer on behalf of Acquirers and the PAC in compliance with Regulation 18(12) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, as amended ("Takeover Regulations"). This Post Offer Advertisement should be read in continuation of, and in conjunction with:
b)	a) the public announcement in connection with the Offer, made by the Manager to the Offer on behalf of the Acquirers and PACs, on June 05, 2020 ("PA"); the detailed public statement in connection with the Offer, published on June 12, 2020 in all editions of Financial Express
(English), all editions of Jansatta (Hindi) and Mumbai edition of Mumbai Lakshdeep, (Marathi) ("DPS"); and the letter of offer dated September 02, 2020, in connection with the Offer ("LoF"). C) the LoF Dispatch Advertisement published on September 08, 2020, in all editions of Financial Express (English), all d) editions of Jansatta(Hindi), and the Mumbai edition of Mumbai Lakshdeep (Marathi), in accordance with the SEBI circular SEBI/CIR/CFD/DCR1/CIR/P/2020/83 dated May 14, 2020; and the Offer Opening Public Announcement and Corrigendum dated September 07, 2020, which was published on e)
	September 08, 2020, in all editions of Financial Express (English), all editions of Jansatta (Hindi), and the Mumbai edition of Mumbai Lakshdeep (Marathi).
1. 2.	Capitalized terms used in this post offer advertisement, but not defined, shall have the same meaning assigned to them in the PA, DPS, DPS Corrigendum and the Letter of Offer. Name of the Target Company IM+ Capitals Limited ÷ Mr. Rakesh Kumar Singhal, Mr. Vishal Singhal and Name of the Acquirers and PAC ÷ Tirupati Containers Pvt Ltd (together the "Acquirers"). along with Mrs. Kusum Singhal and Ms. Tanya Singhal (together, the "PACs")
Khambatta Securities Limited 3. Name of the Manager to the Offer 4. Name of the Registrar to the Offer İ Bigshare Services Private Limited 5. Date of opening of the Offer Wednesday, September 09, 2020 Date of closure of the Offer Tuesday, September 22, 2020 6. Date of payment of consideration Wednesday, September 30, 2020 pursuant to the Offer
Sr	7. Details of acquisition: Particulars		Particulars Proposed in	Actuals
No. 7.1	Offer Price	the Offer Document ₹ 25.00		₹ 25.00
7.2	Aggregate number of shares tendered in the Offer	9,10,415		3,42,884
7.3 7.4	Aggregate number of shares accepted in the Offer Size of the Offer (Number of Offer Shares multiplied by Offer Price per Offer Share)	9,10,415 ₹ 2,27,60,375.00		3,42,884 ₹85,72,100.00
		Acquirers: Nil PAC: 56,374 (1.61%)			Acquirers: Nil
7.5	Shareholding of the Acquirers & PAC before agreements / Public Announcement (No. & %)			PAC: 56,374 (1.61%)
7.6	Shares acquired by way of agreements (SPA) Number $\bullet$ % of the Voting Share Capital $\bullet$	45.88%	16,06,469	Nil Nil
7.7	Shares acquired by way of the Open Offer Number ٠ $\bullet$	9,10,415		3,42,884
7.8	% of the Voting Share Capital Shares acquired by the Acquirers & PAC after the DPS (except those pursuant to the Agreements mentioned in 7.6 above and	26.00%		9.79%
	the shares tendered in the open offer) Number of Shares acquired Price of the Shares acquired ٠	NIL NIL		NIL NIL
7.9	% of the Shares acquired Post Offer shareholding of Acquirers & PAC Number	NIL 25,73,258		NIL 3,99,258
7.10	% of the Voting Share Capital $\bullet$ Pre & Post offer shareholding of the public shareholders of the Target Company	73.49% Pre-Offer	Post-Offer	11.40% Pre-Offer	Post-Offer
	Number ٠ of the Voting Share Capital	18,38,754 52.51%	9,28,339 26.51%	18,38,754 52.51%	14,95,870 42.72%
	*The Acquirers have not completed the underlying transaction as on the date of this Post Offer Advertisement. 8. The Acquirers, PAC and their respective directors accept full responsibility for the information contained in this Post Offer Advertisement and shall be jointly and severally responsible for the fulfillment of their obligations laid down in the Takeover Regulations in respect of the Open Offer. 9. A copy of this Post Offer Advertisement will be available on the websites of SEBI and BSE and the Target Company.
	ISSUED FOR AND ON BEHALF OF THE ACQUIRERS AND PAC, BY THE MANAGER TO THE OFFER: MANAGER TO THE OFFER
	Khambatta Securities Limited
	C-42, South Extension Part-II, New Delhi - 110049, India Tel. No.: 011 4164 5051 eMail: vinay@khambattasecurities.com Website: www.khambattasecurities.com beyond the obvious Contact Person: Mr. Vipin Aggarwal / Mr. Vinay Pareek SEBI Registration No.: INM 000011914				Raka

on behalf of the Acquirers a $Sd$ $Sd$ $Sd$ Vishal Singhal Authorised Signatory Rakesh Kumar Singhal (Acquirer 1) (Acquirer 2) Tirupati Containers Pvt. Ltd. (Acquirer 3) $Sd$ - $Sd$ Kusum Singhal Tanya Singhal $(PAC 2)$ (PAC 1) Date: October 06, 2020 Place: Delhi