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Gabriel India Ltd. M&A Activity 2025

Jun 30, 2025

61571_rns_2025-06-30_70dfe3fb-54cd-4cea-a3d8-1da3bb85035e.pdf

M&A Activity

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Date: June 30, 2025
BSE Limited
25th Floor, P. J. Towers,
Dalal Street,
(Company Code: 505714)
National Stock Exchange of India Limited
Exchange Plaza, Bandra Kurla Complex,
Bandra (E), MUMBAI – 400 051
(Company Code: GABRIEL)

Subject: Press Release

Dear Sir,

In terms of Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Please find enclosed a Press Release about the Composite Scheme of Arrangement proposed to be filed under Sections 230-232 of the Companies Act, 2013 for Amalgamation of Anchemco India Private Limited (formerly known as Andasia Private Limited) (the “Transferor Company”) with and into Asia Investments Private Limited (the “Transferee Company” for Part C of the Scheme and the “Demerged Company” for Part D of the Scheme); and Demerger of Automotive Undertaking (as defined in the proposed scheme) of Asia Investments Private Limited (the “Transferee Company” for Part C of the Scheme and the “Demerged Company” for Part D of the Scheme) into Gabriel India Limited (the “Resulting Company”) and their respective Shareholders, under Sections 230 – 232 and other applicable provisions of the Companies Act, 2013 (“Scheme”)

Thanking you

Yours faithfully,

For Gabriel India Limited

NILESH Digitally signed by NILESH KUMAR KUMAR JAIN Date: 2025.06.30 JAIN 21:25:15 +05'30' Nilesh Jain Company Secretary

Email id: [email protected]

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Gabriel India Announces Strategic Restructuring to Consolidate Business Operations and Drive Future Growth and Competitiveness

New Delhi, June 30, 2025: The Board of Directors of Gabriel India Limited (“Gabriel” or “GIL”) has approved a composite scheme of arrangement (“Scheme”) involving, inter alia, Gabriel India Limited, Asia Investments Private Limited (“AIPL”), and Anchemco India Private Limited (formerly known as Andasia Private Limited) (“Anchemco”).

This Scheme will result into vesting of automotive business undertaking of AIPL comprising of business of Anchemco (engaged in manufacturing of brake fluids, radiator coolants, diesel exhaust fluid (DEF) / ad-blue, and PU/ PVC based adhesives) and investments in Dana Anand India Private Limited (“Dana”), Henkel ANAND India Private Limited (“Henkel”) and ANAND CY Myutec Automotive Private Limited (“ACYM”) (“Demerged Undertaking”) into Gabriel.

Gabriel will issue 1,158 equity Shares of ₹1 each for every 1,000 equity shares of ₹10 each held in AIPL to the shareholders of AIPL.

This Scheme will consolidate the business of the Demerged Undertaking of AIPL in automotive components and products like drive train products including transmissions for EVs, Body in White and NVH Products and solutions , brass and steel synchroniser rings, aluminum forgings, brake fluids, radiator coolants and diesel exhaust fluids (DEF) / Ad-Blue for 2W, 3W and 4W vehicles and trucks and PU and PVC based adhesives into Gabriel. This inclusion, together with the recently added sunroof business, will transform Gabriel from a mono-product suspension company into a diversified, technology-driven mobility solutions provider, and reducing the dependency on a single product line by expansion into new segments, geographies, the aftermarket product range, and railways product range.

This arrangement will propel Gabriel to position itself as a preferred global OEM partner, enhance its customer base, embrace futuristic cutting-edge technology and strengthen aftermarket presence through diverse product portfolio. The Scheme will accelerate profitable growth with better margins, creating substantial shareholder value through EPS accretion and higher return on equity.

The Scheme is subject to receipt of requisite approvals from the Stock Exchanges, the National Company Law Tribunal (NCLT), other statutory and regulatory authorities under applicable laws, respective companies’ shareholders and creditors. The transaction is expected to be completed within 10-12 months, subject to timely receipt of regulatory approvals.

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JM Financial is acting as exclusive financial advisor and Katalyst Advisors is acting as the structuring and scheme implementation advisor to Gabriel.

KPMG Valuation Services LLP & BDO Valuation Advisory LLP acted as the registered independent valuers for providing the share exchange ratio report to the Board of Gabriel . ICICI Securities provided fairness opinion on share exchange ratio to the Board of Gabriel. Coortus Advisers acted as the due diligence advisor to Gabriel.

Reflecting on the said restructuring, Mrs. Anjali Singh, Chairperson of Gabriel India, said: “This Scheme of Arrangement is in line with our Group’s strategy towards re-aligning the corporate structure, which will result in its improved competitive position and Gabriel India will play a pivotal role. We see Gabriel India as ANAND Group’s vehicle for future growth with its ability to provide a platform to capture the value creation for all its shareholders. At a Group level, we have set ourselves a revenue target of Rs. 50,000 crores by 2030 and we see Gabriel India leading the way.”

Mr. Atul Jaggi, Managing Director of Gabriel India, added: “Gabriel India had traditionally been a single product company within suspension parts and shock absorbers as its key product portfolio. In 2023, we added Sunroof business as a first step towards our strategic intent to be a multi-product company. Now, with these strategic initiatives we shall have a presence in manufacturing and sale of multiple products such as brake fluid, radiator coolants, diesel exhaust fluid (DEF) / Ad-blue for 2W, 3W, 4W and truck applications and PU/ PVC based adhesives.

Additionally, with equity holdings in Dana Anand, Henkel ANAND and ANAND CY Myutec Automotive, Gabriel participates in drivetrain products including transmissions for EVs, BodyIn-White and NVH products and solutions, as well as automotive synchronizer rings and aluminum forgings. This will strengthen Gabriel’s positioning as a preferred partner for global OEMs and expands its aftermarket presence.”

About ANAND Group

Established in 1961, the ANAND Group is a leader in manufacturing world-class automotive products and systems. The Group comprises 23 companies, including 8 joint ventures and four technical collaborations. It has a wide presence across 75-plus locations in India, employs over 20,000 people, and maintains a significant presence in exports and the aftermarket sector.

About Gabriel India Limited

Established in 1961, Gabriel India Limited is the flagship company of the ANAND Group and one of India’s most trusted names in automotive component manufacturing. With a legacy spanning over six decades, Gabriel has evolved as a market leader in ride control products,

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including shock absorbers, struts, and front forks, serving every major automotive segment - two and three-wheelers, passenger cars, commercial vehicles, and railways.

Gabriel’s products are manufactured across nine state-of-the-art plants, supported by three satellite facilities, with a cumulative production capacity of 60 million units per year. With a footprint across 25 countries and trusted partnerships with leading OEMs, including those in the growing electric vehicle (EV) segment, Gabriel continues to be at the forefront of India’s mobility revolution.

As part of its growth strategy, it entered the sunroof systems market through a tie-up with Inalfa Roof Systems B.V., based in the Netherlands, forming Inalfa Gabriel Sunroof Systems (IGSS) to supply premium sunroof systems. Gabriel also acquired assets from Marelli Motherson Auto Suspension Parts Private Limited (MMAS) to strengthen its suspension portfolio. With innovation at its core, Gabriel India is committed to powering the future of mobility—responsibly and sustainably.

About Asia Investments Private Limited: Asia Investments Private Limited is the investment arm of the ANAND Group. AIPL holds multiple investments including investments in subsidiaries, joint ventures and investments for the group’s hospitality business.

About Anchemco India Private Limited: Anchemco India Private Limited is engaged in the business of manufacturing and sale of automobile products such as brake fluid, radiator coolants, diesel exhaust fluid (DEF) / Ad-blue for 2W, 3W, 4W and truck applications and PU / PVC based adhesives.

About Dana Anand India Private Limited : Dana Anand India Private Limited is a joint venture between Dana Inc and ANAND Group. It is a global leader in designing and manufacturing drivetrain products, including transmissions for EVs, for the OEMs of utility vehicles and commercial vehicles, off-highway, EV’s, and the related aftermarket segments.

About Henkel ANAND India Private Limited: Henkel ANAND India Private Limited is a joint venture between ANAND Group and Henkel KGaA (Germany) and is a leading supplier of BIW (body in white) and NVH products and solutions to every major OEM in country.

About ANAND CY Myutec Automotive Private Limited: ANAND CY Myutec Automotive Private Limited is a joint venture between ANAND Group and CY Myutec engaged in the manufacturing of brass and steel automotive synchronizer rings and aluminum forgings.

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For further information contact :

Mohit Srivastava, CFO, Gabriel India

M: +91 2135610757 | E: [email protected]

Registered Office: 29[th] Milestone, Pune-Nashik Highway, Village Kuruli, Taluka Khed, Pune - 410501

Press Contact

Kamil Zaheer, Vice President & Head, Group Communications, ANAND Group

M: +91 9811538880| E: [email protected]

Website: https://www.anandgroupindia.com/

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