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Laurus Labs Limited — Capital/Financing Update 2023
May 31, 2023
62639_rns_2023-05-31_1cb72292-1e6a-4fdc-acfb-19eea1a500ef.pdf
Capital/Financing Update
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May 31, 2023
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| To The Corporate Relations Department BSE Limited Phiroz Jeejeebhoy Towers, 25thFloor, Dalal Street Mumbai – 400001 Code: 540222 |
To The Listing Department National Stock Exchange of India Limited, Exchange Plaza, Bandra Kurla Complex, Bandra (East) Mumbai – 400 051 Code: LAURUSLABS |
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Sub: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
Dear Sirs,
Laurus Labs has signed an investment agreement today with Immunoadoptive Cell Therapy Private Limited (ImmunoACT), an advanced cell and gene therapy company to further acquire 7.24% stake (on fully diluted basis), subject to completion of conditions precedent, for a cash consideration of approximately Rs. 80.00 Crores. Additionally, some promoters and senior management of Laurus Labs would also acquire in ImmunoACT for a 0.54% stake (before this investment) for approximately Rs. 4 crore at same price and terms through secondary purchases.
It may be noted that the Company had already acquired 26.62% of stake in ImmunoACT in November 2021.
ImmunoACT was founded in 2018 under the aegis of IIT Bombay incubator, Society for Innovation and Entrepreneurship (SINE) by Dr. Rahul Purwar. ImmunoACT has strong global partnerships including Dr. Carl June, pioneer of CART therapy as member of scientific advisory board. ImmunoACT has portfolio of CAR-T therapy assets under various development stages for the treatment of multiple auto immune diseases and oncology indications. The current promoters of ImmunoACT will continue to lead the management and operations of ImmunoACT.
Laurus labs further investment in ImmunoACT shall further strengthen its presence in an emerging field of research. CAR-T therapy is very promising treatment option which has had great success in the western part of the world. In India, CAR-T therapy is not available and this collaboration will help us in bringing this novel technology to the Indian patients at a very affordable pricing.
With this investment, the shareholding of the Company in ImmunoACT will become 33.86%.
The disclosure pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Part A of Schedule III of the aforesaid regulations read with SEBI Circular No.CIR/CFD/CMD/4/2015 dated September 9, 2015, is also attached as per ‘Annexure’.
This is for your information and record.
Yours faithfully,
For Laurus Labs Limited Digitally signed by VENKATESWAR VENKATESWAR REDDY REDDY GOGIREDDY GOGIREDDY Date: 2023.05.31 16:45:08 +05'30' G. Venkateswar Reddy Company Secretary
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Annexure
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Disclosure under Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
| a) Name of the target entity, details in brief such as size, turnover etc.; |
Immunoadoptive Cell Therapy Private Limited (“ImmunoACT”) Turnover for FY 2020-21: Rs. Nil Turnover for FY 2021-22: Rs. Nil Turnover for FY 2022-23: Rs. Nil |
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| b) 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 “arms length”; |
Yes, this is a Related Party Transaction as ImmunoACT is a Related Party to the Company. The RPT is carried out at arms length. Promoter Group holds 5.21% of Shareholding in ImmunoACT before this investment by the Company. Further, some of the Promoters and senior management of Laurus Labs would also invest approximately Rs.4 Crore to purchase 0.54% stake (before this investment) through secondary transfers with the same price and conditions. |
| c) Industry to which the entity being acquired belongs; |
Treatment for Immune diseases and particularlyforCancer treatment. |
| d) 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 listed entity); |
This further investment strengthen Laurus regarding its presence in an emerging field of research. CAR-T therapy is very promising treatment option which has had great success in the western part of the world. In India, CAR-T therapy is not available and this further investment will help in bringing this novel technology to the Indian patients at a very affordable pricing. |
| e) Brief details of any governmental or regulatory approvals required for the acquisition; |
No governmental or regulatory approvals required |
| f) Indicative time period for completion of the acquisition; |
Approximately one month, subject to completion ofConditions Precedent |
| g) Nature of consideration - whether cash consideration or share swap and details of the same; |
Cash consideration only |
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| h) Cost of acquisition or the price at which the shares are acquired; |
Rs.80 Crore (approximately) |
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| i) Percentage of shareholding / control acquired and/or number of shares acquired; |
7.24% shareholding being acquired |
| j) 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); |
ImmunoACT was founded in 2018 under the aegis of IIT Bombay incubator, Society for Innovation and Entrepreneurship (SINE) by Dr. Rahul Purwar. ImmunoACT has strong global partnerships including Dr. Carl June, pioneer of CART therapy as member of scientific advisory board. ImmunoACT has portfolio of CAR-T therapy assets under various development stages for the treatment of multiple auto immune diseases and oncology indications. The current promoters of ImmunoACT will continue to lead the management and operations of ImmunoACT. Date of Incorporation: 08.10.2018 Turnover: FY 2022-23: Rs. Nil FY 2021-22: Rs. Nil FY 2020-21:Rs. Nil |
VENKATESW Digitally signed by VENKATESWAR REDDY AR REDDY GOGIREDDY Date: 2023.05.31 GOGIREDDY 16:45:49 +05'30'
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