PDS LIMITED — Capital/Financing Update 2025

Jul 1, 2025

July 1, 2025

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PDS/SE/2025-26/38

	Listing Department National Stock Exchange of India Limited Exchange Plaza, C-1 Block G, Bandra Kurla Complex, Bandra (E), Mumbai -400 051 Scrip Symbol: PDSL	Corporate Relationship Department BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400001 Scrip Code: 538730

Re: ISIN - INE111Q01021

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

Dear Sir/ Madam,

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘ SEBI Listing Regulations ’), we wish to inform you that, PDS Sourcing Limited, a step-down wholly owned subsidiary of the Company incorporated in Mauritius, has entered into a share subscription agreement on July 1, 2025, to primarily acquire a 60% equity stake in GSC Link Limited (‘ GSCL ’).

GSCL is a company incorporated under the laws of Hong Kong. This strategic acquisition is aimed at expanding the Company's global footprint, with a strategic focus on enhancing its presence and service capabilities in the USA market. This move aligns with the Company’s long-term growth strategy and commitment to international market expansion.

Following this transaction, GSCL will become a step-down subsidiary of the Company, subject to fulfilment of condition precedent as per the aforementioned agreement.

The required disclosure, as per Schedule III of the SEBI Listing Regulations and SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, is provided in Annexure I.

We request you to kindly take the above information on record.

Thanking you,

Yours faithfully, for PDS Limited ABHISHEKH Digitally signed by ABHISHEKH KANOI KANOI Date: 2025.07.01 15:44:07 +05'30' Abhishekh Kanoi Head of Legal & Group Company Secretary ICSI Membership No.: F-9530

Encl.: As above

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Annexure I

Sl. No.	Particulars in respect of the Event	Details/Information of the Event
1	Name of the target entity, details in brief such as size, turnover etc.	Name:GSC Link Limited(“GSCL”), a private company limited by shares duly incorporated and existing under the laws of Hong Kong. Size:The Company has an issued share capital of USD 100 divided into 100 ordinary shares of USD 1 each. Other Important Information: A Business Transfer Agreement (“BTA”) dated May 1, 2025, has been executed between Foundry Holdings (HK) Limited and B&N International (HK) Limited (collectively, the “Sellers”), GSC Link Limited (the “Buyer”), and Michael Anthony Yee, relating to the transfer of the business involving the supply, distribution, sale, and/or export of apparel to the Buyer.
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 is done at “arm’s length”	The proposed acquisition does not fall within the purview of a related party transaction. The Promoter / Promoter Group / Group Companies have no interest in the entity being acquired.
3	Industry to which the entity being acquired belongs.	Trading in the apparel industry.
4	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)	The acquisition is aimed at expanding the Company's global footprint, with a strategic focus on enhancing its presence and service capabilities in the United States market. This move aligns with the Company’s long-term growth strategy and commitment to international market expansion.
5	Brief details of any governmental or regulatory approvals required for the acquisition.	Not Applicable
6	Indicative time period for completion of the acquisition.	Subject to the satisfaction of condition precedent as provided under the Share Subscription Agreement (‘SSA’), the parties shall endeavour to complete the acquisition by July 15, 2025 or such other extended date as mutuallyagreed.

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7	Nature of Consideration	Cash consideration.
8	Cost of acquisition or the price at which the shares are acquired.	PDS Sourcing Limited, a step-down wholly owned subsidiary of the Company has entered into Share Subscription Agreement dated July 1, 2025 (‘SSA’), to primarily acquire 60% shareholding in GSCL, subject to fulfilment of certain conditions precedent. Total Investment not exceeding ~₹102.59 Mn (USD 1.20 Mn) payable in tranches.
9	Percentage of shareholding/ control acquired and/or number of shares acquired.	60%
10	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.	GSCL is a private company limited by shares duly incorporated under the laws of Hong Kong effective from April 23, 2025. Product line/business: Trading in the apparel industry. Disclosure of turnover for last 3 (three) years: Not Applicable, as GSCL was incorporated on April 23, 2025 Country of Incorporation: Hong Kong

for PDS Limited

ABHISHEKH KANOI

Digitally signed by ABHISHEKH KANOI Date: 2025.07.01 15:43:44 +05'30'

Abhishekh Kanoi Head of Legal & Group Company Secretary ICSI Membership No.: F-9530

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