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PDS LIMITED — M&A Activity 2021
Sep 21, 2021
60265_rns_2021-09-21_1a2cf331-87d4-440a-a73b-29276522feca.pdf
M&A Activity
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PDS Multinational Fashions Limited
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PDS/SE/2021-22/52
September 21, 2021
Listing Department Corporate Relationship Department National Stock Exchange of India Limited BSE Limited Exchange Plaza, C-1 Block G, Phiroze Jeejeebhoy Towers, Bandra Kurla Complex, Bandra (E), Dalal Street, Mumbai -400 051 Mumbai- 400001 Scrip Symbol: PDSMFL Scrip Code: 538730
Re: ISIN - INE111Q01013
- Sub: Intimation regarding completion of transaction as regard to the acquisition of Filkor Limited by Subsidiary of the Company, Smart Notch Industrial Limited
Ref: Intimation Letter dated September 15, 2021
Dear Sir/Madam,
With reference to the captioned subject and in furtherance to our previous intimation vide Letter dated September 15, 2021, this is to inform you that the Company has completed the transaction as regard to the acquisition of Filkor Limited by Subsidiary of the Company, Smart Notch Industrial Limited on September 21, 2021.
The information required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 9, 2015, is enclosed herewith as Annexure I for your kind reference.
You are requested to kindly take the same on records.
Thanking you,
Yours faithfully, for PDS Multinational Fashions Limited - �J Abhishekh Kanoi Head of Legal & Company Secretary ICSI Membership No.: F-9530
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Encl: As above
Regd. Off: No. 758 & 759, 2[nd] Floor, 19[th] Main, Sector -2, HSR Layout, Bengaluru – 560 102, Karnataka, (India) Corp. Office: Unit No.971, Solitaire Corporate Park, Andheri – Ghatkopar Link Road, Andheri (East), Mumbai – 400093, Maharashtra (India) Email: [email protected]; Website: www.pdsmultinational.com; Telephone No.: +91 80 67653000; +91 22 41441100 CIN: L18101KA2011PLC094125
PDS Multinational Fashions Limited
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DISCLOSURES PURSUANT TO SEBI CIRCULAR CIR/CFD/CMD/4/2015 DATED 9[TH] SEPTEMBER 2015
Annexure A
Disclosure for the acquisition of Filkor Limited by Subsidiary of the Company, Smart Notch Industrial Limited
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----- Start of picture text ----- Sl. Particulars in respect of the Event Details/Information of the EventNo.1 Name of the target entity, details in brief Filkor Limitedsuch as size, turnover etc.Size: Issued Share Capital is500 A Ordinary Shares of £1.00 each;500 B Ordinary B Shares of £1.00 eachTurnover: NA2 Whether the acquisition would fall within Norelated party transaction(s) and whetherthe promoter/ promoter group/ groupcompanies have any interest in the entitybeing acquired? If yes, nature of interestand details thereof and whether the sameis done at “arm’s length”3 Industry to which the entity being ECO sector – Secure destruction andacquired belongs. repurposing4 Objects and effects of acquisition. The investment is in line with the(including but not limited to, disclosure of Sustainability and Circularity (ESG) goals ofreasons for acquisition of target entity, if the Company. Through this investment, theits business is outside the main line of Company foresees to be able to provide itsbusiness of the listed entity) customers a complete sustainability and endof life solution (from takeback to resell toupcycle) for all fashion products. It wouldhelp alleviate major pain point of customerswith respect to the sustainable solution toexcess stock and enables the product to besecurely destroyed in one single operation,effectively and quickly, providing fashionhouses with a socially and environmentallyacceptable solution.5 Brief details of any governmental or No governmental or regulatory approvalregulatory approvals required for the required.acquisition.6 Indicative time period for completion of Acquisition has been completed onthe acquisition. September 21, 20217 Nature of Consideration Cash Consideration8 Cost of acquisition or the price at which £500,000 (Great Britain Pounds Fivethe shares are acquired. Hundred Thousand Only)----- End of picture text -----
Regd. Off: No. 758 & 759, 2[nd] Floor, 19[th] Main, Sector -2, HSR Layout, Bengaluru – 560 102, Karnataka, (India) Corp. Office: Unit No.971, Solitaire Corporate Park, Andheri – Ghatkopar Link Road, Andheri (East), Mumbai – 400093, Maharashtra (India) Email: [email protected]; Website: www.pdsmultinational.com; Telephone No.: +91 80 67653000; +91 22 41441100 CIN: L18101KA2011PLC094125
PDS Multinational Fashions Limited
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9 Percentage of shareholding / control 50% shareholding consisting of 500 A acquired and / or number of shares Ordinary Shares of £1.00 each acquired.
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10 Brief background about the entity Filkor Limited is a Company incorporated acquired in terms of products/line of and registered in England and Wales with business acquired, date of incorporation, company number 12582277 whose history of last 3 years turnover, country in Registered Office is at 1 Poplars Court, which the acquired entity has presence and Nottingham, England, NG7 2RR. any other significant information. The Company has been and is engaged in the business of-
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(a) the holding and licensing of the Technology and rights under the Technology and
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(b) the secure destruction of branded and other products and
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(c) recycling of constituent by-products in a granular form to permit manufacture of new products.
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The Company has been incorporated in United Kingdom on May 1, 2020. The Company has developed a revolutionary product destruction process that allows for high end fashion houses to transform its waste and surplus stocks into a granulate that is then upcycled 100% into a variety of further uses i.e. brick slips, shop fittings and other artistic and functional objects.
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Disclosure of turnover for last 3 (three) years: 2020-21: NA Countries of presence: United Kingdom
for PDS Multinational Fashions Limited - �J Abhishekh Kanoi Head of Legal & Company Secretary ICSI Membership No.: F-9530
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Regd. Off: No. 758 & 759, 2[nd] Floor, 19[th] Main, Sector -2, HSR Layout, Bengaluru – 560 102, Karnataka, (India) Corp. Office: Unit No.971, Solitaire Corporate Park, Andheri – Ghatkopar Link Road, Andheri (East), Mumbai – 400093, Maharashtra (India) Email: [email protected]; Website: www.pdsmultinational.com; Telephone No.: +91 80 67653000; +91 22 41441100 CIN: L18101KA2011PLC094125