H.G. Infra Engineering Limited — M&A Activity 2022

May 12, 2022

Sr.No	Particulars	Details
a)	Name of the target entity, details in brief such as size,	Safety First Engineering Pvt. Ltd., a company
	turnover etc.	registered under the Companies Act, 2013 with an
		authorized capital of Rs.15 Lakh (1,50,000 equity
		shares of Rs.10/-each) and Paid-up capital of Rs.1
		Lakh (10,000 equity shares of Rs.10/- each). The
		Company is yet to commence the business operations.
b)	Whether the acquisition would fall within related	No
	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"
c)	Industry to which the entity being acquired belongs	Manufacturing of Road Safety Products
d)	Objects and effects of acquisition (including but not	H.G. Infra Engineering Limited will be investing for
	limited to, disclosure of reasons for acquisition of	set up and expansion of business of the company to
	target entity, if its business is outside the main line of	provide safety products to the road infrastructure
	business of the listed entity)	projects.
e)	Brief details of any governmental or regulatory	Not applicable
	approvals required for the acquisition
f)	Indicative time period for completion of the	90 days
	acquisition
g)	Nature of consideration - whether cash consideration	Cash consideration as shareholder
	or share swap and details of the same
h)	Cost of acquisition or the price at which the shares are	Rs.8.65 Crore
	acquired
i)	Percentage of shareholding / control acquired and / or	26% Shareholding
	number of shares acquired
j)	Brief background about the entity acquired in terms	Safety First Engineering Pvt. Ltd. is incorporated in
	of products/line of business acquired, date of	India on 25-03-2022 vide certificate of incorporation
	incorporation, history of last 3 years turnover, country	dated 25-03-2022 and is yet to commence the business
	in which the acquired entity has presence and any	operations of supply and service of safety items
	other significant information (in brief)	including metal beam crash barrier, wire rope safety
		barriers, pavement marking, noise barriers etc.

Sr,No	Particulars	Details
a)	Name of the target entity, details in briefsuch as size,	M/s Safety First, a registered partnership firm having
	turnover etc.	partners' capital of Rs.7.09 Crore and Turnover of
		Rs.35.80 Crore as on 31-03-2021
b)	Whether the acquisition would fall within related	No
	party transacti on( s ) an d 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"
c)	Industry to which the entity being acquired belongs	Manufacturing of Road Safety Products
d)	Objects and effects of acquisition (including but not	H.G. Infra Engineering Limited will be partner in
	limited to, disclosure of reasons for acquisition of	growth and expansion of business of the firm to
	target entity, if its business is outside the main line of	provide safety products to the road infrastructure
	business of the listed entity)	projects.
e)	Brief details of any governmental or regulatory	Not applicable
	approvals required for the acquisition
I)	Indicative time period for completion of the	60 days
	acquisition
8)	Nature of consideration - whether cash consideration	Cash consideration as partner capital
	or share swap and details of the same
h)	Cost of acquisition or the price at which the shares are	Rs .3 5 .14 Lakh
	acquired
i)	Percentage ofshareholding / control acquired and / or	26% Share as partner
	number of shares acquired
j)	Brief background about the entity acquired in terms	Safety First is a registered partnership firm having
	of products/line of business acquired, date of	headquarter at New Delhi, India. Firm has been
	incorporation, history of last 3 years turnover, country	registered on 05-07-2008 as partnership firm. It is in
	in which the acquired entity has presence and any	the business of supply and service of safety items
	other significant information (in brief)	including metal beam crash barrier, wire rope safety
		barriers, pavement marking, noise barriers etc.
		Turnover of last 3 years:
		FY 2018-19 -Rs.18.11 Crore
		FY 2019-20 -Rs.24.81 Crore
		FY 2020-21 -Rs.35.80 Crore