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SOLARA ACTIVE PHARMA SCIENCES LIMITED — M&A Activity 2022
Apr 29, 2022
61842_rns_2022-04-29_7e23e47d-f356-4afa-a66f-2011b828a36f.pdf
M&A Activity
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Communication Address: Solara Active Pharma Sciences Limited 2nd Floor, Admin Block 27, Vandaloor Kelambakkam Road, Keelakottaiyur Village, Melakottaiyur (Post) Chennai – 600 127, India Tel : +91 44 43446700 Fax : +91 44 47406190 E-mail : [email protected] www.solara.co.in
April 29, 2022
The BSE Limited The National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers Exchange Plaza, Bandra-Kurla Complex Dalal Street, Mumbai – 400 001 Bandra (E), Mumbai – 400 051 Scrip Code: 541540 Scrip Code: SOLARA
Dear Sir / Madam,
Subject: Intimation for withdrawal of the Composite Scheme of Amalgamation (Merger by Absorption) cum Demerger and Arrangement presented under Sections 230 to 232 read with Section 66 and other applicable provisions of Companies Act, 2013 (‘the Act’) amongst Hydra Active Pharma Sciences Private Limited (‘Hydra’ or the ‘Amalgamating Company 1’ or ‘Transferor Company 1’) and Aurore Life Sciences Private Limited (‘Aurore’ or the ‘Amalgamated Company 1’ or ‘Transferee Company 1’ or ‘Demerged Company’) and Empyrean Lifesciences Private Limited (‘Empyrean’ or the ‘Amalgamating Company 2’ or ‘Transferor Company 2’) and Solara Active Pharma Sciences Limited (‘Solara’ or ‘Amalgamated Company 2’ or ‘Transferee Company 2’ or ‘Resulting Company’ or ‘the Company’) and their respective shareholders (‘Scheme’) filed under Regulation 37 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
Ref.: Observation letter issued by BSE dated 18[th] February 2022 Observation letter issued by NSE dated 21[st] February 2022
We refer to our application under Regulation 37 of SEBI (LODR) Regulations, 2015, for issuance of Observation letter for proposed Composite Scheme of Amalgamation (Merger by Absorption) cum Demerger and Arrangement presented under Sections 230 to 232 read with Section 66 and other applicable provisions of Companies Act, 2013 (‘the Act’) amongst Hydra Active Pharma Sciences Private Limited (‘Hydra’ or the ‘Amalgamating Company 1’ or ‘Transferor Company 1’) and Aurore Life Sciences Private Limited (‘Aurore’ or the ‘Amalgamated Company 1’ or ‘Transferee Company 1’ or ‘Demerged Company’) and Empyrean Lifesciences Private Limited (‘Empyrean’ or the ‘Amalgamating Company 2’ or ‘Transferor Company 2’) and Solara Active Pharma Sciences Limited (‘Solara’ or ‘Amalgamated Company 2’ or ‘Transferee Company 2’ or ‘Resulting Company’ or ‘the Company’) and their respective shareholders (the ‘Scheme of Arrangement’ or ‘the Scheme’).
Solara Active Pharma Sciences Limited - CIN : L24230MH2017PLC291636
REGD. OFF: 201, Devavrata, Sector 17, Vashi Navi Mumbai - 400703. India/ Tel: 91-22-2789 2924 / 2789 3199 / Fax: 91-22-2789 2942
Communication Address: Solara Active Pharma Sciences Limited 2nd Floor, Admin Block 27, Vandaloor Kelambakkam Road, Keelakottaiyur Village, Melakottaiyur (Post) Chennai – 600 127, India Tel : +91 44 43446700 Fax : +91 44 47406190 E-mail : [email protected] www.solara.co.in
In connection with the same, we would like to state you that Aurore has not been able to achieve its financial goals set for FY22 due to weak demand for covid products and tactical opportunities. Further, there are uncertainties in the merger scheme process due to disputes raised by one of the minority shareholders at the subsidiary of Aurore. Considering the above, the Board of Directors in its meeting held on 29[th] April 2022 have considered and approved the withdrawal of the Scheme as the same is not financially viable.
Request you to take the above on record.
Thanking you, Yours faithfully,
For Solara Active Pharma Sciences Limited
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S. Murali Krishna Company Secretary
Solara Active Pharma Sciences Limited - CIN : L24230MH2017PLC291636
REGD. OFF: 201, Devavrata, Sector 17, Vashi Navi Mumbai - 400703. India/ Tel: 91-22-2789 2924 / 2789 3199 / Fax: 91-22-2789 2942