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Rapicut Carbides Ltd. Capital/Financing Update 2019

Nov 1, 2019

61106_rns_2019-11-01_48bdf38b-3237-4fed-8629-e8a44ac83443.pdf

Capital/Financing Update

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Rapicut Carbi�es Limited

Regd. Office & Works

119, GIDC Industrial Area, Ankleshwar - 393 002, Gujarat (India) Tel. : ++91 (2646) 251118, 221071 e-mail : [email protected] Web site : www.rapicutcarbides.com

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An ISO 9001 CERTIFIED COMPANY

CIN: L28910GJ1977PLC002998

PAN No. AAACR8753N

Corporate Relationship Dept. BSE Limited Phiroze .Jeejeebhoy Towers Dalal Street, Mumbai - 400 001.

Ref: RCL:KMS:BSE:POST OFFER-ADVT/I 9:

Date: November 01, 2019

Sub: Submission of Post Offer Advertisement in connection with the Open Offer made to the Public Shareholders of the Company.

Scrip Code: 500360

Dear Sir,

We are in receipt of letter from Pantomath Capital Advisors Private Limited, the Manager to the Open Offer alongwith copy of Post Offer Advertisement in connection with the Open Offer made to Public Shareholders of the Company.

In this connection please find copy of the same enclosed herewith for your record.

You are requested to take note of the same.

Thanking you,

Yours faithfully,

For RAPICUT CARBIDES LIMITED

\� Kamlesh M Shinde (Company Secretary)

Encl: As above.

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Eg-2019b

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November 01. 2019

To

Rapicut Carbides Limited 119, GIDC Industrial Area. Anklesbwar, Guja[r] at 393002

Scrip Name: Rapicut Carbides Limited

  • Re.: Open Offer to acquire up to 13,96,524 Equity Shares representing 26% Equity Share Capital of Rapicut Carbides Limited ("Target Company") by Mr. Abhisbek Gami, (hereinafter referred to as "the Acquirer") together with Mrs. Shruti Gami (PAC), in her capacity as person acting in concert at a price of Rs. 42.00/- per fully paid up Equity Share ("Open Offer").

Sub: Submission of Post Offer Advertisement in connection with th� Open Offer made to the public shareholders ofRapicut Carbides Limited.

Dear Sir(s),

On behalf of Mr. Abhishek Gami, (hereinafter referred to as "the Acquirer") together with Mrs. Shruti Garni (PAC), in her capacity as person acting in concert with the Acquirer, we Pantomath Capital Advisors Private Limited, the Manager to the Open Offer, hereby enclose the copy of Post Offer Advertisement in connection with the Open Offer made to the public shareholders ofRapicut Carbides Limited.

Kindly acknowledge receipt.

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Thanking You,
Yours Truly,
For Pantomatb Capital Advisors Private Limited
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Manager
SEBI Reg No. INMOOOOI21 tO
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Promess wrth ValW?s

Pantomath Capital Advisors Private Limited (SEBI Registered Category-I Merchant Bankers) Regd. Office: 406-408, Keshava Premises, Behind Family Court, Sandra Kurla Complex, Sandra (East), Mumbai -400051 Email: [email protected]

Website: www.pantomathgroup.com I CIN: U74120MH2013PTC248061 ITel:022-6194 6700/750 I Fax:022-26598690

POST OFFER ADVERTISEMENT UNDER REGULATION 18 (12) IN TERMS OF SEBI (SUBSTANTIAL ACQUISITION OF SHARES AND TAKEOVERS) REGULATIONS, 2011 FOR THE ATTENTION OF THE PUBLIC SHAREHOLDERS OF

RAPICUT CARBIDES LIMITED

Registered Office: 119 GIDC Industrial Area, Ankleshwar, Gujarat, 393002;

Tel. No. 02646-251118 / 251721 / 221071; CIN: L2891OGJ1977PLC002998; Website: www.rapicutcarbides.com

Open Offer for acquisition of up to 13,96,524 (Thirteen lac ninety six thousand five hundred and twenty four only) fully paid-up equity shares of face value of INR 1 O (Indian Rupees ten only) each ("Shares') representing 26.00% (twenty six percent) of the Share Capital of Rapicut Carbides Limited ("Target Company") from the Public Shareholders of the Target Company by Mr. Abhishek Gami ("Acquirer'') together with Mrs. Shruti Gami, (hereinafter referred to as the "PAC"), in her capacity as the person acting in concert with the Acquirer ("Oller"/"Open Oller")

This post offer advertisement ("Advertisement") is being issued by Panto math Capital Advisors Private Limited ("Manager to the Offe�'), on behalf of the Acquirer pursuant to and in accordance with regulation 18(12) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and subsequent amendments thereto ("SEBI (SAST) Regulations") in respect of the Open Offer.

This Advertisement should be read in continuation of, and in conjunction with: (a) the Public Announcement dated August 19, 2019 ("PA ); (b) the Detailed Public Statement that was published in all editions of 'Business Standard' (English) and 'Business Standard' (Hindi), Mumbai edition of 'Lakshadeep' (Marathi), and Vadodara edition of 'Loksatta - Jansatta' (Gujarati) on August 26, 2019 ("DPS"); (c) the Draft Letter of Offer dated September 03, 2019 ("DLOF"); (d) the Letter of Offer dated September 23, 2019 ("LOF"); (e) Pre-Offer Opening Advertisement and Corrigendum to the Detailed Public Statement published on October 04, 2019 in the same newspapers where the DPS was published; and (f) Second Corrigendum published on October 11, 2019 in the same newspapers where the DPS was published.

Capitalized terms used but not defined in this Advertisement shall have the meanings assigned to such terms in the LoF.

  1. Name of the Target Company

  2. Name olthe Acquirer

  3. Name olthe PAC

  4. Name olthe Manager to the Offer

  5. Name olthe Registrar to the Oller

Rapicut Carbides Limited

Mr. Abhishek Gami

Mrs. Shruti Gami Pantomath Capital Advisors Private Limited

Link lntime India Private Limited

  1. Oller Details:

  2. a) Date olOpening of the Oller

a) Date olOpening of the Oller October 07, 2019 b) Dateo!ClosureoftheOller October 22, 2019

October 29, 2019

  1. Date of Payment of Consideration

  2. Details of Acquisition:

S.N.
8.1
Particulars
Offer Price per Equity Share
Proposed in offer document
INR 42-
Actuals
INR 42/-
8.2 Aggregate number of shares tendered in the Offer 13,96,524 3,01,862
8.3 Aggregate number of shares accepted in the Oler 13,96,524 3,01,862
8.4 Size of the Offer (Number of Equity Shares
multiplied by Offer Price)
� 5,86,54,008 � 1,26, 78,204
8.5 Shareholding of the Acquirer before agreements/
public announcement
• Number
NIL NIL
• % of Voting Share Capital
8.6 Shares acquired by way of agreements
• Number
• % of Voting Share Capital
Acquisition of 14,91,451 equity
shares aggregating to 27.77% of
the equity share capital of the
Target Company is proposed to be
Acquisition of 14,91,451 equity
shares aggregating to 27. 77%
of the equity share capital of the
Target Company is proposed to
completed within the period as be completed within the period
prescribed in terms of Regulation as prescribed in terms of
22(3) of the SEBI (SAST)
Regulations.

Regulation 22(3) of the SEBI
(SAST) Regulations.
8. 7 Shares acquired by way of Open Offer
• Number 13,96,524 3,01,862
• % of Voting Share Ca ital 26.00% 5.62%
8.8 Shares acquired after Detailed Public Statement
• Number of shares acquired
• Price of the shares acquired
NIL NIL
• % of the shares acquired
8.9 Post Offer shareholding of Acquirer along with PC
• Number 28,87,975 17,93,313
• % of Voting Capital 53.77% 33.39%
8.10 Pre & Post offer shareholding of the Public Pre Oller
Post Oller
Pre Oller
Post Oller
• Number 35,99,088
22,02,564
35,99,088
32,97,226
• % of Voting Capital 67.01%
41.01%
67.01%
61.39%

9. Other Information

The Acquirer and PAC accept full responsibility for the information contained in this Advertisement and shall be jointly and severally responsible for the fulfilment of obligations under the SEBI (SAST) Regulations, 2011 and Subsequent amendments made thereof.

A copy of this advertisement is expected to be available on the websites of SEBI (www.sebi.gov.in) and the BSE Limited (www.bseindia.com) and the registered office of the Target Company.

ISSUED ON BEHALF OF THE ACQUIRER AND PAC BY THE MANAGER TO THE OFFER PANTOMATH CAPITAL ADVISORS PRIVATE LIMITED 406-408, Keshava Premises, Behind Family Court, Bandra Kurla Complex, Bandra East, Mumbai - 400 051 Tel. No.: +91 22 61946700/750; eT0nf Fax No.: +91 22 26598690; Email: [email protected]; Capital Advisors (P) Ltd. Contact Person: Unmesh Zagade; SEBI Reg. No: INM000012110 Place: Surat Date: October 31, 2019

Sunjeet Comm.