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SMS Pharmaceuticals Ltd Capital/Financing Update 2025

Aug 14, 2025

62302_rns_2025-08-14_f24727c7-75de-4c16-93f0-74fb5e828de4.pdf

Capital/Financing Update

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Date: 14[th] August, 2025

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

Security Code: 532815

The Manager, Listing Compliance Department, National Stock Exchange of India Ltd. Exchange Plaza, Plot no. C/1, G Block, Bandra-Kurla Complex, Bandra (E), Mumbai - 400 051.

Symbol: SMSPHARMA

Dear Sir/Madam,

Subject: Report of the Monitoring Agency with respect to utilization of proceeds of the Preferential issue of warrants of SMS Pharmaceuticals Limited.

Pursuant to Regulation 32(6) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith Monitoring Agency Report in respect of utilization of proceeds of the Preferential issue of convertible warrants for the quarter ended 30[th] June, 2025 issued by CARE Ratings Limited, Monitoring Agency.

We request to kindly take note of the same

Thanking you

Yours faithfully

For SMS Pharmaceuticals Limited

THIRUMALESH Digitally signed by THIRUMALESH TUMMA TUMMA Date: 2025.08.14 15:23:56 +05'30'

Thirumalesh Tumma Company Secretary

Encl: a/a

08/14/2025

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No. CARE/HRO/GEN/2025-26/1023

The Board of Directors

SMS Pharmaceuticals Limited

H No: 8-2-334/3 and 4, Plot No: 72, Opp SBI Executive Enclave, Road No: 5 Hyderabad Telangana - 500096

Dear Sir/Ma’am,

Monitoring Agency Report for the quarter ended 06/30/2025 - in relation to the Convertible share warrants - Private placement issue of SMS Pharmaceuticals Limited (“the Company”)

We write in our capacity of Monitoring Agency for the Rights Issue for the amount aggregating to Rs. 114.30 crore of the Company and refer to our duties cast under 162A of the Securities & Exchange Board of India (Issue of Capital & Disclosure Requirements) Regulations.

In this connection, we are enclosing the Monitoring Agency Report for the quarter ended 06/30/2025 as per aforesaid SEBI Regulations and Monitoring Agency Agreement dated 03/27/2025.

Request you to kindly take the same on records.

Thanking you,

Yours faithfully,

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Y Tejeshwar Reddy Associate Director [email protected]

CARE Ratings Limited

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401, Ashoka Scintilla, 3-6-520, Himayat Nagar, Hyderabad - 500 029 Phone: +91-40-4010 2030

4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-22-6754 3456 Email: [email protected] • www.careedge.in

CIN-L67190MH1993PLC071691

Report of the Monitoring Agency

Name of the issuer: SMS Pharmaceuticals Limited For quarter ended: 06/30/2025 Name of the Monitoring Agency: CARE Ratings Limited (a) Deviation from the objects: Nil

(b) Range of Deviation: Not applicable

Declaration:

We declare that this report provides an objective view of the utilization of the issue proceeds in relation to the objects of the issue based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The MA does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives. This Report is not intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever. Nothing mentioned in this report is intended to or should be construed as creating a fiduciary relationship between the MA and any issuer or between the agency and any user of this report. The MA and its affiliates also do not act as an expert as defined under Section 2(38) of the Companies Act, 2013.

The MA or its affiliates may have credit rating or other commercial transactions with the entity to which the report pertains and may receive separate compensation for its ratings and certain credit related analyses. We confirm that there is no conflict of interest in such relationship/interest while monitoring and reporting the utilization of the issue proceeds by the issuer, or while undertaking credit rating or other commercial transactions with the entity.

We have submitted the report herewith in line with the format prescribed by SEBI, capturing our comments, where applicable. There are certain sections of the report under the title “Comments of the Board of Directors”, that shall be captured by the Issuer’s Management / Audit Committee of the Board of Directors subsequent to the MA submitting their report to the issuer and before dissemination of the report through stock exchanges. These sections have not been reviewed by the MA, and the MA takes no responsibility for such comments of the issuer’s Management/Board.

Signature:

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Name and designation of the Authorized Signatory: Y Tejeshwar Reddy Designation of Authorized person/Signing Authority: Associate Director

CARE Ratings Limited

401, Ashoka Scintilla, 3-6-520, Himayat Nagar, Hyderabad - 500 029 Phone: +91-40-4010 2030

4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-22-6754 3456 Email: [email protected] • www.careedge.in

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CIN-L67190MH1993PLC071691

1) Issuer Details:

Name of the issuer : SMS Pharmaceuticals Limited Name of the promoter : Ramesh Babu Potluri Industry/sector to which it belongs : Healthcare - Pharmaceuticals

2) Issue Details

Issue Period : 03/07/2024 to 03/13/2024 Type of issue (public/rights) : Private placement Type of specified securities : Convertible Share Warrants IPO Grading, if any : Not applicable Issue size (in crore) : Rs. 114.30 crore

3) Details of the arrangement made to ensure the monitoring of issue proceeds:

Particulars Particulars Reply Source of information /
certifications considered by
Monitoring Agency for
preparation of report
Comments of the
Monitoring Agency
Comments of the
Board of Directors
Whether all utilization is as per the disclosures in the Offer
Document?
Yes Chartered Accountant
certificate*, Bank statements
and Offer document (Form PAS-
4 and EGM notice).
Proceeds from the share warrants issue
have been utilized for the objects
mentioned in the offer document.
No Comments received
Whether shareholder approval has been obtained in case of
material deviations# from expenditures disclosed in the Offer
Document?
No deviation Not applicable. No Comments received
Whether the means of finance for the disclosed objects of
the issue have changed?
No Not applicable. No Comments received
Is there any major deviation observed over the earlier
monitoringagencyreports?
No Not applicable. No Comments received
Whether all Government/statutory approvals related to the
object(s) have been obtained?
Yes As per management confirmation, all
necessary approvals required for the
objects have been obtained from time to
No Comments received
CARE Ratings Limited
401, Ashoka Scintilla, 3-6-520, Himayat Nagar,
Hyderabad - 500 029
Phone: +91-40-4010 2030
CIN-L67190MH1993PLC071691
Corporate Office :4th Floor, Godrej Coliseum,
Somaiya Hospital Road, Off Eastern Express
Highway, Sion (E), Mumbai - 400 022
Phone: +91-22-6754 3456 • www.careedge.in
3
Particulars Reply Source of information /
certifications considered by
Monitoring Agency for
preparation of report
Comments of the
Monitoring Agency
Comments of the
Board of Directors
time.
Whether all arrangements pertaining to technical
assistance/collaboration are in operation?
Not applicable As per management confirmation, these
arrangements are not applicable.
No Comments received
Are there any favorable/unfavorable events affecting the
viabilityof these object(s)?
No Not applicable. No Comments received
Is there any other relevant information that may materially
affect the decision making of the investors?
Yes Any delay in raising the balance funds
may impact the completion of the
proposed capex.
The promoters are willing
to infuse funds as required
within thegiven timeline.

* Certificate from Suryanarayana & Suresh, Chartered Accountants (Statutory auditor) dated August 05, 2025.

Where material deviation may be defined to mean:

a) Deviation in the objects or purposes for which the funds have been raised

b) Deviation in the amount of funds actually utilized by more than 10% of the amount projected in the offer documents.

4) Details of objects to be monitored:

(i) Cost of objects –

Sr.
No
Item
Head
Source of information /
certifications considered by
Monitoring Agency for preparation
of report
Original cost Comments of the Board of Directors Comments of the Board of Directors Comments of the Board of Directors
(as per the Offer
Document) in Rs.
Crore
Revised Cost
in Rs. Crore
Comments of
the Monitoring
Agency
Reason for
cost revision
Proposed
financing
option
Particulars of -firm
arrangements
made
1 Capital Expenditure Chartered Accountant certificate*,
Bank statements and Offer document
(Form PAS-4 and EGM notice)
62.87 NA NA No comments received
2 WorkingCapital 40.00 NA NA No comments received
3 General Corporate Purposes 11.43 NA NA No comments received
Total 114.30

* Certificate from Suryanarayana & Suresh, Chartered Accountants (Statutory auditor) dated August 05, 2025.

(ii) Progress in the objects –

CARE Ratings Limited

401, Ashoka Scintilla, 3-6-520, Himayat Nagar, Hyderabad - 500 029 Phone: +91-40-4010 2030

CIN-L67190MH1993PLC071691

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Corporate Office :4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (E), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in

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4

Sr.
No
Item
Head
Source of
information /
certifications
considered by
Monitoring Agency
for preparation of
report
Amount utilised in Rs. Crore Amount utilised in Rs. Crore Amount utilised in Rs. Crore Total
Comments of the
Monitoring Agency
Comments of the
Board of Directors
Comments of the
Board of Directors
Amount as
proposed
in the Offer
Document
in Rs. Crore
Amount
received
till June
2025
As at
beginning
of the
quarter in
Rs. Crore
Reasons
for idle
funds
Propose
d course
of action
At the
unutilised
During
end of
amount
the
the
in Rs.
Crore
quarter in
quarter
Rs. Crore in Rs.
Crore
1 Capital
Expenditure
Chartered
Accountant
certificate*, Bank
statements and Offer
document (Form PAS-
4 and EGM notice).
62.87 66.68 17.14 0.00 17.14 - Fully utilised. No comments offered
2 WorkingCapital 40.00 11.43 0.00 11.43 Company
deployed
unutilised
funds
temporarily for working
capital requirement as
per the offer document.
Company
transferred
Rs. 38.10 crore to IDBI
Bank and RBL Bank’s CC
account, of which Rs.
27.10 crore was utiilsed
to repay WCDL loans, Rs.
10.41
crore
for
reduction
of
outstanding
working
capital balance and Rs.
0.59 crore to meet other
working
capital
requirements.
The
company
is
utilising funds in line
with the progress of
project
execution.
Unutilised funds have
been
temporarily
deployed
towards
working
capital
requirements,
in
accordance
with
objects of the issue.
3 General
Corporate
Purposes
11.43 0.00 0.00 0.00
Total 114.30 28.57 0.00 28.57 38.11^

* Certificate from Suryanarayana & Suresh, Chartered Accountants (Statutory auditor) dated August 05, 2025.

CARE Ratings Limited

401, Ashoka Scintilla, 3-6-520, Himayat Nagar, Hyderabad - 500 029 Phone: +91-40-4010 2030

CIN-L67190MH1993PLC071691

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Corporate Office :4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (E), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in

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5

^As per the offer document, Interim use of issue proceeds can be utilised for temporary deployment of working capital. Hence, the company had utilised the funds Rs. 38.10 crore towards the same in Q1FY26, while the balance amount of Rs. 0.01 crores maintained in the monitoring account.

(iii) Deployment of unutilized proceeds:

Sr.
No.
Type of instrument and name of the entity
invested in
Amount invested Maturity date Earning Return on
Investment(%)
Market Value as at the
end ofquarter
1 Monitoringaccount,State bank of India 0.01 - - - -
2. Temporarily deployed towards working capital
requirements
38.10 - - - -

(iv) Delay in implementation of the object(s) –

Completion Date Completion Date Delay (no. of Comments of the Board of Directors Comments of the Board of Directors
Objects Asper the offer document Actual days/ months) Reason of delay Proposed course of action
Capital Expenditure
~~W~~ithin 24 months from receipt of
~~f~~unds for the Warrants
Ongoing* NA The utilization is going as per the scheduled timeline
and as per the progress in the project completion.
WorkingCapital NA
General Corporate Purposes NA

*While the outer timeline is 2 years (i.e. March 2026) for implementation of the above objects. A detailed schedule for the project implementation is not available and hence Care Ratings is unable to ascertain the actual progress towards the same.

5) Details of utilization of proceeds stated as General Corporate Purpose (GCP) amount in the offer document:

Source of information / certifications
Amount
Sr. No Item Head^ considered by Monitoring Agency for Comments of Monitoring Agency Comments of the Board of Directors
in Rs. Crore
preparation of report
1 General Corporate Purposes
0.00
Chartered Accountant certificate*, Bank
statements and offer document
Proceeds are yet to be utilized. No comments received
Total 0.00
  • Certificate from Suryanarayana & Suresh, Chartered Accountants (Statutory auditor) dated August 05, 2025.

^ Section from the offer document related to GCP:

“General Corporate Purposes, which includes, inter alia, meeting ongoing general corporate exigencies and contingencies, expenses of the Company as applicable in such a manner and proportion as may be decided by the Board from time to time, and/or any other general purposes as may be permissible under applicable laws.”

CARE Ratings Limited

401, Ashoka Scintilla, 3-6-520, Himayat Nagar, Hyderabad - 500 029 Phone: +91-40-4010 2030

CIN-L67190MH1993PLC071691

==> picture [29 x 21] intentionally omitted <==

Corporate Office :4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (E), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in

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Disclaimers to MA report:

a) This Report is prepared by CARE Ratings Ltd (hereinafter referred to as “Monitoring Agency/MA” ). The MA has taken utmost care to ensure accuracy and objectivity while developing this Report based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever.

b) This Report has to be seen in its entirety; the selective review of portions of the Report may lead to inaccurate assessments. For the purpose of this Report, MA has relied upon the information provided by the management /officials/ consultants of the Issuer and third-party sources like statutory auditor appointed by the Issuer believed by it to be accurate and reliable.

c) Nothing contained in this Report is capable or intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The MA is also not responsible for any errors in transmission and specifically states that it, or its directors, employees do not have any financial liabilities whatsoever to the users of this Report.

d) The MA and its affiliates do not act as a fiduciary. The MA and its affiliates also do not act as an expert to the extent defined under Section 2(38) of the Companies Act, 2013. While the MA has obtained information from sources it believes to be reliable, it does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives from statutory auditors (or from peer reviewed CA firms), lawyers, chartered engineers or other experts, and relies on in its reports.

e) The MA or its affiliates may have other commercial transactions with the entity to which the report pertains. As an example, the MA may rate the issuer or any debt instruments / facilities issued or proposed to be issued by the issuer that is subject matter of this report. The MA may receive separate compensation for its ratings and certain credit-related analyses, normally from issuers or underwriters of the instruments, facilities, securities or from obligors.

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CARE Ratings Limited

401, Ashoka Scintilla, 3-6-520, Himayat Nagar, Hyderabad - 500 029 Phone: +91-40-4010 2030

==> picture [124 x 172] intentionally omitted <==

4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-22-6754 3456 Email: [email protected] • www.careedge.in

CIN-L67190MH1993PLC071691

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