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Shalby Limited — M&A Activity 2024
Mar 12, 2024
61775_rns_2024-03-12_b1bd7579-a5dd-4da8-ac9a-ff57b611c72c.pdf
M&A Activity
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Shalby/SE/2023‐24/114 March 12, 2024 The Listing Department Corporate Service Department National Stock Exchange of India Ltd BSE Limited Mumbai 400 051. Mumbai 400 001. Scrip Code : SHALBY Scrip Code: 540797 Through : https://neaps.nseindia.com/NEWLISTINGCORP/ Through : http://listing.bseindia.com
Sub: Outcome of Board Meeting held on March 12, 2024 ‐ Acquisition
Dear Sir/Madam,
Pursuant to Regulation 30 of Listing Regulations read with SEBI Circular no. SEBI/HO/CFD/CFD‐PoD‐ 1/P/CIR/2023/123 dated July 13, 2023, we wish to inform you that the Board of Directors at their meeting held today i.e March 12, 2024, which commenced at 4:00 pm and concluded at 06:55 pm has considered and approved the following items of Business:
To acquire 100% stake in Healers Hospital Private Limited (“HHPL”), by way of secondary acquisition from its existing shareholders for an amount aggregating to appx. Rs. 104 crore based on the Due Diligence Report and Valuation Report by Registered Valuer and as per the conditions set out in the Term Sheet signed between the parties. The said acquisition will be completed within period of 30 days. Post‐acquisition, HHPL will become a Wholly‐Owned Subsidiary of the Company.
This Strategic Investment in HHPL marks an important milestone in our business growth expansion plans.
The details as prescribed under aforesaid SEBI Circular are attached herewith as Annexure‐A respectively.
We request you to take the same on your records.
Thanking you,
Yours faithfully, For Shalby Limited
TUSHAR Digitally signed by TUSHAR DINESHCHAN DINESHCHANDRA SHAH DRA SHAH Date: 2024.03.12 19:01:35 +05'30'
Tushar Shah AVP & Company Secretary Mem. No. FCS‐7216
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Annexure – A
| Sr. No. | Particulars | Details |
|---|---|---|
| a) | Name of the target entity, details in brief such as size, turnover etc. |
Healers Hospital Private Limited Total Revenue: Rs. 6.73 crore FY 2022‐23 |
| 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 “arm’s length” |
The proposed acquisition does not fall within the purview of a related party transaction and the Promoter / Promoter Group / Group Companies are not interested in the entitybeingacquired |
| c) |
Industryto which the entitybeingacquired belongs | Healthcare Industry |
| d) |
Objects and impact 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 Strategic Investment in HHPL marks an important milestone in our business growth expansion plans. |
| e) |
Brief details of any governmental or regulatory approvals required for the acquisition |
No governmental or regulatory approvals required for this acquisition |
| f) |
Indicative timeperiod for completion of the acquisition | Within 30 days |
| g) |
Consideration ‐ whether cash consideration or share swapor anyother form and details of the same |
Cash consideration only |
| h) |
Cost of acquisition and/or the price at which the shares are acquired; |
Approx. Rs. 104 crores |
| i) |
Percentage of shareholding / control acquired and / or number of shares acquired |
100% |
| 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) |
HHPL is a company incorporated with a vision to create high end healthcare facility combining state of the art infrastructure with experienced healthcare professionals and cutting edge technology thereby improving patient experience. Date of Incorporation: 31/10/2002 Total Revenue (Last Three) years FY 2022‐23: 6.73 crore FY 2021‐22: 1.12 crore FY 2020‐21: Nil |
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