Rane Holdings Ltd. — Capital/Financing Update 2021

Aug 12, 2021

Registered Office: " Maithri " 132, Cathedral Road, Chennai 600 086. India.

CIN L35999TN1936PLC002202

Rane 4 ordings Limited

RH L/SE/34/2021-22

Rone

//Online Submission//

August 12, 2021

BSE Limited	National Stock Exchange of India Ltd.
Listing Centre	NEAPS
Scrip Code: 505800	Symbol: RANEHOLDIN

Dear Sir / Madam,

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

Ref: Our letter no(s). RHL/SE/64/2020-21 dated March 29, 2021 & RHL/SE/47/2020-21 dated December 17, 2020

This is to inform you that the Company has acquired 8,49,979 equity shares of Rs. 10 each fully paid up (1.74%) in its subsidiary Rane (Madras) Limited (RML) arising on conversion of 8,49,979 warrants (partial conversion of the balance outstanding warrants) into underlying equity shares. The overall shareholding stands increased to 1,08,22,795 shares (70.21%). The balance outstanding 8,49,979 warrants are due for conversion on or before July 29, 2022.

The details required under Regulation 30 of SEBI (Listing Obligations and Disclosure) Requirements) Regulations, 2015 is enclosed in Annexure- A. We request you to take the above on record and note the compliance under above referred regulations of SEBI LODR.

Thanking you,

Yours faithfully, For Rane Holdings Limited Siva Chandrasekaran Secretary VA SIVA CHANDRASEKARA N Digitally signed by SIVA CHANDRASEKARAN Date: 2021.08.12 14:13:53 +05'30'

Encl: a/a

Annexure-A

Ref: Our letter no. RHL/SE/34/2021-22 dated August 12, 2021

Particulars	Details
a) name of the target entity, details in	Name : Rane (Madras) Limited ("RML/Company")
brief such as size, turnover etc.
	Size:Year	2021	2020	2019
	Turnover (INR cr.):	1147.15	1100.52	1370.25
	Paid-up capital: INR 14.57 crores.
	RML is a subsidiary company of Rane Holdings Limited. RML
	shares are listed on BSE Limited and National StockExchange of India Limited.
b) whether the acquisition would fall	Rane Holdings Limited belongs to Promoter and promoter
within related party transaction(s) and	group of RML. The issue price is at arm's length and was
thepromoterwhetherpromoter/	indetermined	accordance	withthe	applicableSEBI
group/ group companies have any	regulations.
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	ofcomponentsfortransportationManufacturingauto
acquired belongsd) objects and effects of acquisition	industry.
butnotlimitedto,(including	The acquisition of 8,49,979 equity shares arises out of partialofofbalanceoutstanding16,99,958outconversion
disclosure of reasons for acquisition	25,49,936 Warrants issued on January 29, 2021 by way of
of target entity, if its business is	preferential offer by RML to pursue capital expenditure
outside the main line of business ofthe listed entity)	meetprograms,	working	capital	of therequirements
	Company, support the overseas subsidiaries, reduce thedebt position to an optimum debt — equity ratio. The warrant
	conversion ratio is 1:1, i.e. one equity share of Rs.10/- each
	fully paid of RML for every one warrant held by the Company
	in RML.
	Effects: The shareholding of the Company in RML has
	increased by 1.74% to 70.21%
e) brief details of any governmental or	The listing of the new shares is subject to customary
regulatory approvals required for theacquisition	approvals including listing and trading approvals from Stockexchanges (BSE & NSE) and lock-in requirements.
f) indicative time period for completion	The equity shares have been allotted by the issue and
of the acquisition	allotment committee of the board of directors of RML onAugust 12, 2021.
g) nature of consideration - whether	Cash
cash consideration or share swap	RHL had on January 29, 2021 paid the warrant subscription
and details of the same	price (25% of the total issue price) of Rs.58.825 per warrant
	aggregating INR 15.00 crores for allotment of 25,49,936
	warrants.
	RHL has on August 05, 2021 paid the warrant exercise price
	of Rs.176.475 per warrant aggregating INR 15.00 crores
	(being balance 75% of the issue price on 8,49,979 warrants).

Rane Holdings Limited

Annexure-A

Ref: Our letter no. RHL/SE/34/2021-22 dated August 12, 2021

Particulars	Details
h) cost of acquisition or the price atwhich the shares are acquired	Equity shares were allotted at an issue price of INR 235.30/-per share.
i) percentage of shareholding / controlacquired and / or number of sharesacquired	Number of equity shares acquired: 8,49,979 equity shares ofRs.10/- each fully paid-up arising out of conversion ofbalance outstanding equivalent number of warrants.Post-acquisition, the Company holds 70.21% on the equityshare capital of 1,54,15,288 equity shares of Rs. 10/- eachfully paid-up of RML.
j) brief background about the entityacquired in terms of products/line ofofacquired,datebusinessincorporation, history of last 3 yearsturnover,inwhichthecountryacquired entity has presence and any	Business: manufacturing and marketing auto componentsfor the transportation industry.Date of Incorporation: March 31, 2004.Turnover for last three years (INR cr.):
other significant information (in brief)	Year	2021	2020	2019
	Turnover(INR cr.):	1147.15	1100.52	1370.25
	Country of presence: India. RML has globalbusinesspresence.Significant information:
	There is no change in management or control of RMLpursuant to this allotment. Voting rights would change intandem with the shareholding pattern.