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Hester Biosciences Ltd Capital/Financing Update 2020

May 19, 2020

62222_rns_2020-05-19_1cb9a494-9734-44e3-b846-1e29ad059aa8.pdf

Capital/Financing Update

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19 May 2020

To, To, BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, Dalal Street, Bandra - Kurla Complex, Mumbai - 400 001 Bandra (E), Mumbai - 400 051 Scrip Code: 524669 Symbol: HESTERBIO

Respected Sir / Madam,

Subject: Disclosure under Regulation 30 of SEBI (LODR) Regulations, 2015

We would like to inform that the meeting of Management Committee of Board of Directors of the Company held on 19 May 2020 and have approved the further investment by Hester Biosciences Limited into Texas Lifesciences Private Limited, Subsidiary Company by acquiring new equity shares under Rights Issue.

The details required under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, are mentioned as below:

Sr. Particulars Details
1 Name of the Company Texas Lifesciences Private Limited
2 Turnover of the Company INR 128.03 million as on 31 March 2020 (Provisional)
3 Total assets of the Company INR 90.11 million as on 31 March 2020 (Provisional)
4 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, this transaction is related party transaction and to
be carried out at an arm’s length. Two Promoter
Directors of Hester Biosciences Limited are Director
and/or Shareholders (total holding 0.10% shares) of
Texas Lifesciences Private Limited.
5 Industry to which the Company belongs Pharmaceuticals
6 Objects and effects of acquisition To enable Texas Lifesciences Private Limited to acquire
assets to expand the business.
7 Whether governmental / regulatory
approvals required for the proposed
acquisition
No
8 Indicative time period for completion of
the acquisition
2 Month
9 Nature of consideration Cash Consideration
10 Cost of acquisition or the price at which
the shares are acquired
Cash consideration for acquiring 8,25,000 equity shares
of INR 10 each of Texas Lifesciences Private Limited
11 Percentage of shareholding/ control
acquired and/or number of shares to be
acquired;
Hester Biosciences Limited is holding 54.80% equity
shares. Further by acquiring 8,25,000 equity shares
under Rights Issue, holding of the Company remains at
this level.

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12 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);
Texas Lifesciences Private Limited is incorporated on 6
June 2017, having its registered office at Ahmedabad,
Gujarat and Manufacturing Facility at Mehsana, Gujarat.
The Company converted into Private Limited Company
from Partnership firm namely, Texas Laboratories.
Texas Lifesciences is in the business of manufacturing
and supplying pharma formulations, tablets, capsules,
powder and oral liquid for human and veterinary
markets.
Turnover of FY 2017-18 was recorded INR 14.69 million
and FY 2018-19 INR 83.50 and FY 2019-20 INR 128.03
million (Provisional).

You are requested to take the above information on your record.

Sincerely, For Hester Biosciences Limited

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Rajiv Gandhi CEO & Managing Director DIN: 00438037