SMS Pharmaceuticals Ltd — Capital/Financing Update 2020

Jun 22, 2020

Registered & Corporate Office: Plot No. 72, H. No. 8-2-334/3 & 4, Road No.5, Opp. SBI Executive Enclave, Baniara Hills, Hyderabad - 500 034, Telangana, INDIA. Tel: +91-40-25259999, Fax: +91-40-25259889 CIN: L24239TG1987PLC008066 Email: info@smspharma.com, www.smspharma.com

Date: 22nd June, 2020

To,

The Manager, Corporate Filings Department, BSE Limited, Ph iroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400 001

The Manager, Li sting Compliance Department, National Stock Exchange of India Ltd. Exchange Plaza, Plot no. C/l, G Block, Bandra-Kurla Complex, Bandra (El, Mumbai - 400 051.

Security Code: 532815

Symbol: SMSPHARMA

Dear Sir/Madam,

Sub: Intimation received for the proposed acquisition under Regulation 10(5) of the SEBI (SAS1) Regulation, 2011.

We have received the intimation under Regu lation 10(5) of SEBI (Substantial Acquisition Shares Takeovers) Regulations, 2011 for the proposed acquisition of 54,67,000 (Fifty four lakhs sixty seven thousand)Equity shares (6.46%) of the Company from the acquirer namely, Mr. Vamsi Krishna potluri to acquire the shares from Mr. Veeravenkata Satyanarayana Murthy Talluri, as inter-se transfer of equity shares between the promoters and promoters group.

This information is submitted to the Stock Exchanges pursuant to the Regulation 3(ii) of SEBI (Prohibition of Insider Trading) Regu lations, 2015 as Unpublished Price Sensitive Information (UPSI).

A copy of the intimation letter dated 22nd June, 2020 received from the acquirer is attached.

This is for your information and records.

Thanking you,

Yo ~

V.SVenkatish Company Secretary Encl: a/a

Date: 2Z'()6,2020

From: Vamsi Kdshna Potlud Plot No: 265Q, Road No:10 Jubilee Hill, nydctilbad - 500 033,

To:

Listing Centre/Corporate Relation Department B ,g ELirnited ^pJ To\vcts, Dalal Street Mumbai : 400001

Scrip .code : 532815 Email: co.t;p.relations@bscindia.com; 'col'p.comm@b_scindia,co'ln

The Company Secretary SMS l:'harmaceuticals Limited PlorNo. 72, H.No:8'2_334/3 & 4, Road No.5 Opp. sm Executiv.e.Enclave, Banjara Hills I{y(\erabad 500034.

Dcar Sirs,

Sub.:lntimatlou under RCh>lilation 10(5) of thcSEI3I (SAST) Regtllatlon,20.11. Ref: Name of ti,e Target Company: SMS Pharmaceuticals .Limited • ISIN: INE812GOI025

IljliAn"tionlshereby giYPIl,pUrS.uant to RegtilationlO.(5) .of \SEIH (SubstalltlaIAcq!lisitlon of Share.s .Ild Takeovers) Regtllation, 2011,Mamended,(hereinafteneferred to"R~g1.dations9thatJintend to acquire S4,(l7,OOO (fifty"follf lakhs sixty"seven thousand) equity. sharc,s {o,46'Y.)?f S10:\$Ph.rll1l)ceutlcalsLil~iitedeiTa~get .COln,pally") Oil or aftet Eriday, 26.06.2020 from Mr. V cctavcn'kafaSatyanarana Murthy Ta11ll1:1. TI,esaid transactiollis anilltcr-setrallsfer between members of Promoters/Promoters , Group I Persons acting ill cOlleert:

Alladv'.nceintlmation il~ tllcprcsctibed fornl as requircq,mder aforesai4teglllatiollis cnclosed Iwrewtth for your illfot:mation and records.

nmcerelr, . ~hna Potlnri

,End ,as ·above

Asst. Vice President Natio.nalStockExchange ofIndia Limited "Excha~e Plaza", Bandra-Kutla Complex Bandt. East, Mumhai : 400051

TradillgSymbol: SMSPHARMA Email :. takeover@llseiodia.wm

Disclosures under Regulation 10(5) - Intimation to Stock Exchanges in respect of acquisition under
Regulation 10(1)(a) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011

$\mathbf{1}$ ,		Name of the Target Company (IC)	SMS Pharmaceuticals Limited ("Target Company") CIN: L24239TG1987PLC008066
$\overline{2}$		Name of the acquirer(s)	Vamsi Krishna Potluri
з.		Whether the acquirer(s) is/ are. promoters of the TC prior to the transaction. If not, nature of relationship or association with the TC or its promoters	Promoter Group & Persons acting in concert
4.		Details of the proposed acquisition
	ä,	Name of the person(s) from whom shares are to be acquired	Vectavenkata Satyanarana Murthy Talluri
	Proposed date of acquisition b		Any time after 4 (four) working days from the date of this intimation, i.e. on or after Friday, June 26, 2020
	$\overline{\mathbf{C}}$	Number of shares to be acquired from each person mentioned in 4(a) above	5467000 Equity Shares
	$\mathbf d$	Total shares to be acquired as % of share capital of TC	6.46%
	Ċ.	Price at which shares are proposed to be acquired	Rs. 43.05 per share
	$\mathbf f$	Rationale, if any, for the proposed transfer	Inter-se transfer of equity shares of SMS Pharmaceuticals Ltd between members of Promoter and Promoter Group Persons acting in concert
5.		Relevant sub-clause of regulation $10(1)(a)$ under which the acquirer is exempted from making open offer	Regulation 10(1)(a)(ii) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 as amended ("Takeover Regulations, $2011$ 27 )
6.	If.	frequently traded, volume weighted average market price for a period of 60 trading days preceding the date of issuance of this notice as traded on the stock exchange where the maximum volume of trading in the shares of the TC are recorded during such period.	Rs.43.05 per share (NSE)

$\tilde{\mathcal{A}}_i$

$\hat{\boldsymbol{\beta}}$

7.		If in-frequently traded, the price as determined in terms of clause (e) of sub-regulation (2) of regulation 8.	Not applicable
8.		Declaration by the acquirer, that the acquisition price would not be higher by more than 25% of the price computed in point 6 or point 7 as applicable.	We hereby declare that the acquisition price is not higher by more than 25% of the price computed in Point 6.
9.	Declaration by the acquirer, that the We hereby declare that the transferor and transferee have transferor and transferee complied /will comply with applicable disclosure requirements in have will $\mathop{\mathrm{complied}}$ / with Chapter V of the Takeover Regulations, 2011. comply applicable disclosure requirements in Chapter the Takeover V of Regulations, 2011 (corresponding provisions of the repealed Takeover Regulations 1997)
10.		Declaration by the acquirer that all the conditions specified under regulation $10(1)(a)$ with respect to exemptions has been duly complied with.	We hereby declare that all the conditions specified under Regulation 10(1)(a) of the takeover Regulations, with respect to exemptions have been duly complied with, to the extent applicable.
11.	Shareholding details		Before the proposed transaction		After the proposed transaction
			No. of shares/Voting rights	$\%$ w.r.t. total share capital of TC	No. of shares/Voting rights	$\%$ w.r.t. total share capital of TС.
	$\mathbf{a}$ .	Acquirer(s) and PACs (other than $\text{sellers}(\text{*})$	41106330	48.56%	46573330	55.02
	Ъ.	Seller (s)	15859020	18.73%	10392020	12.28

Vamsi Krishna Potluri
Promoter Group & Persons acting in concert of Target Company

Date: 22.06.2020
Place: Hyderabad