Ipca Laboratories Ltd. — M&A Activity 2018

Oct 3, 2018

October 3, 2018

THRU ONLINE FILING

BSE Limited Phiroze Jeejeebhoy Towers 2i[h] Floor, Dalal Street Mumbai 400 023

Dear Sirs,

Re: Acquisition of 80% share capital of Bayshore Pharmaceuticals LLC, New Jersey, USA by the Company's wholly owned subsidiary

We are pleased to inform you that the Company's wholly owned subsidiary, Ipca Pharmaceuticals Inc., USA has acquired, on 2" October, 2018, 80% share capital of Bayshore Pharmaceuticals LLC, a New Jersey limited liability company (Bayshore), 788 Morris Turnpike, Suite 200, Short Hills, New Jersey, USA for cash @ US $ 10.286 millions.

For its financial year ended 31[st] December, 2017, Bayshore had a total income of US $ 7.05 millions and EBIDTA of US $ 0.56 million.

The required disclosure under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is enclosed herewith.

Thanking you

Enel: a/a

Cc: The National Stock Exchange of India Ltd. Exchange Plaza, 5[th] Fir, Plot # C/1 G Block, Bandra-Kurla Complex, Sandra (E), Mumbai 400 051.

Ipea Laboratories Ltd. www.ipea.com

125, Kandivli Industrial Estate, CTS No. 328, Kandivli (West), Mumbai 400 067, India I T: +91226210 5000 F:+912262105005 Regd. Office: 48, Kandivli Industrial Estate, Kandivli (West), Mumbai 400 067, lndia I T: +91 2266474444 F:+91 22 2868 6954 E: ipca@ipca.com ClN: L24239MH1949PLC007837

: 1:

DISCLOSURE UNDER REGULATION 30 OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS. 2015

Acquisition of 80% share capital of Bayshore Pharmaceuticals LLC. NewJersey. USA by Company's wholly owned subsidiary (WOS) Ipca Pharmaceuticals Inc .• USA

1.	Name of the target entity, details in brief such as size, turnover etc	Bayshore Pharmaceuticals, LLC (Bayshore) a New Jersey limited liability company, USA 788 Morris Turnpike, Suite 200, Short Hills, New Jersey, USA. For the financial year ended 31S!December, 2017: Income: US $ 7.05 millions
2.	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	EBIDTA: US $ 0.56 million This acquisition does not fall within the related party transaction and the promoter! promoter group! group companies have no interest whatsoever in the entity being acquired.
3.	is done at "arms length" Industry to which the entity being acquired	Sales and Marketing of FDA approved Generics
4.	belongs Objects and effects of acquisition (including but not limited to, disclosure of reasons for acquisition of target entity, if its business is outside the main line of business of the	Drug Products in the United States of America The acquisition of the majority stake in Bayshore byWOSwili enable the Company to commercialise its registered Generics Drug Products in the US market, through this entity.
5.	listed entity) Brief details of any governmental or regulatory approvals required for the	Prior governmental or regulatory approval is not required for this acquisition.
6.	acquisition Indicative time period for completion of the acquisition	This acquisition was completed upon signing of Stock Purchase Agreement and transfer of shares in the name of the Company's WOS on 2nd
7.	Nature of consideration - whether cash consideration or share swap and details of	October, 2018 in USA. Consideration of US$ 10.286 millions paid in cash.
	the same

Ipea Laboratories Ltd. www.ipea.com 125, Kandivli Industrial Estate,CTS No. 328, Kandivli (West), Mumbai 400 067, India I T: +91 226210 5000 F:+91 22 6210 5005 Regd. Office: 48, Kandivli Industrial Estate, Kandivli (West), Mumbai 400 067, India I T: +91 2266474444 F:+91 2228686954 E: ipca@ipca.com CIN: L24239MH 1949PLC007837

: 2:

8.	Cost of acquisition	Cost of acquisition	Cost of acquisition		or	the	price	price	price	at which the	Consideration of US$ 10.286 millions	Consideration of US$ 10.286 millions	Consideration of US$ 10.286 millions	Consideration of US$ 10.286 millions	paid in cash	paid in cash	paid in cash
	shares are		acquired								for this acquisition by the Company's				was.
9.	Percentage		of shareholding					/	control		80% of the shareholding of the target				entity is
	acquired	and / or		number			of	shares			acquired.
	acquired
10.	Brief background			about the entity acquired							Bayshore		Pharmaceuticals LLC (Bayshore),			New
	in terms of		products/line				of business				Jersey,	USA was originally founded			in the	year
	acquired,	date of		incorporation,						history of	2011 as		a sales and marketing company of			FDA
	last 3 years turnover,					country			in which the		approved		generics drug products		in the United
	acquired	entity has			presence				and any other		States of		America.
	significant		information			(in	brief)
											Bayshore		is currently engaged in		the selling		&
											marketing		of its own registered	generics		drug
											products		as well as the registered	generics		drug
											products		of other pharmaceutical companies.
											The Company will be able to utilise			Bayshore's
											platform	for commercialisation of its		registered
											generics		drug products in the United		States of
											America.
											(Financial		year ended 31stDecember)
															(US $ Million)
													2017 2016		2015
											Total Income 7.05 3.01				2.52
											EBIDTA		0.56 (0.57)		(0.44)

Ipea Laboratories Ltd. www.ipca.com

125, Kandivli Industrial Estate, CTS No. 328, Kandivli (West), Mumbai 400 067, India I T: +91 2262105000 F:+91 2262105005 Regd. Office: 48, Kandivli Industrial Estate, Kandivli (West), Mumbai 400 067, India I T: +91 22 6647 4444 F:+91 2228686954 E: ipca@ipca.com ClN: L24239MH 1949PLC007837