GMM Pfaudler Ltd. — Capital/Financing Update 2021

Feb 17, 2021

GMM/SEC/2020-21/59 February 16, 2021

To, Mumbai — 400 001 Mumbai — 400 051 Scrip Code: 505255 Symbol: GMMPFAUDLR

BSE Limited National Stock Exchange of India, Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, C-1, Block G, 1° Floor, Dalal Street, Bandra Kurla Complex, Bandra (E)

Sub: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations")

This is in furtherance of the intimation to the stock exchange filed by GMM Pfaudler Limited (the Company)

• (i) On August 20, 2020, regarding the approval of the board of directors (Board) of the Company for the acquisition of a majority stake (54%) in the entities forming part of the Pfaudler group, through GMM International S.a.r.l. (Offshore Company), a special purpose vehicle incorporated under the laws of Luxembourg, directly as well as through its wholly owned subsidiary, Mavag AG (Pfaudler Acquisition) for a total consideration of USD 27.432 million (EUR 23,019,216.20), subject to completion of certain conditions precedent;
• (ii) On October 21, 2020, regarding the creation of pledge by the Company of its shareholding in the Offshore Company in favour of certain lenders for facilities obtained by Pfaudler International S.a.r.|. (which is to be substituted by the Offshore Company) and certain entities forming part of the Pfaudler group (Pledge). The Pfaudler Acquisition and Pledge was further approved by the shareholders of the Company by way of a postal ballot resolution passed as of December 23, 2020; and
• (iii) On February 12, 2021, regarding receipt of relevant regulatory approvals and consequent remittance of USD 17.4752 million (EUR 14,664,093.31) by the Company towards subscription to the optionally convertible debentures (OCDs) to be issued by the Offshore Company, and remittance of USD 9.9568 million by Mavag AG (a wholly owned subsidiary of the Company) (EUR 8,355,122.93) towards subscription to the OCDs to be issued by the Offshore Company.

In this regard, we would like to inform you that on February 16, 2021, the Offshore Company has completed the acquisition of the entities belonging to the Pfaudler group (as set out in Annexure A) by using the proceeds received from the Company, Mavag AG, and Millars Concrete Technologies Private Limited.

GMM Pfaudler Limited

Corporate Office : 902, Lodha Excelus, Commercial Tower 1, New Cuffe Parade, Sewri - Chembur Road, Mumbai-400022. ° 0: +91 22 6650 3900 Registered Office : Vithal Udyognagar, Anand - Sojitra Road, Karamsad - 388 325 ° O: +91 2692 661700 ° F: +91 2692 661888 « CIN : L29199GJ1962PLC001171

In accordance with the provisions of Regulations 30 of the Listing Regulations, we hereby bring the aforementioned actions undertaken by the Company towards closing of the Pfaudler Acquisition to your notice.

Kindly take the same on record and disseminate the information.

Thanking you,

Yours faithfully, For GMM Pfaudler Limited

Tarak Patel Managing Director

DIN : 00166183

ANNEXURE A

List of companies under the Pfaudler Group

	Defining the standard
	ANNEXURE A
	List of companies under the Pfaudler Group
SI.
No.	Name of the Company	Location
1.	Pfaudler GmbH (including its wholly owned subsidiaries, Pfaudler Normag Systems GmbH, Pfaudler Interseal GmbH, Pfaudler France S.a.r. .)	Germany
2.	Pfaudler S.r.l.	Italy
3.	Pfaudler Limited	UK
4.	Pfaudler Services Benelux B.V.	Netherlands
5.	Pfaudler Private Limited	Singapore
6.	Pfaudler Ltda.	Brazil
7.	Pfaudler S.A. de C.V.	Mexico
8.	Suzhou-Pfaudler Glass-Lined Equip. Co. Ltd. (including its wholly owned subsidiary, Pfaudler (Chang Zhou) Process Equip. Co. Ltd.).	China