T T Ltd — Capital/Financing Update 2023

May 17, 2023

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NEAPS / BSE ONLINE

May 17, 2023

National Stock Exchange of India Ltd. “Exchange Plaza” Plot No.-C/1, G Block Bandra Kurla Complex Bandra (E), Mumbai – 400051 Scrip Code: TTL	Bombay Stock Exchange Limited Floor 35, P.I. Towers Dalal Street Mumbai – 400001 Scrip Code: 514142

Sub.:-Intimation pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015 regarding sale of business undertaking.

Pursuant to Regulation 30 of Listing Regulations, we hereby inform you that Board of Directors of the Company at their meeting held on 17[th] May, 2023 has considered and approved proposal for sale of Company’s Textile unit at Gajroula along with Factory Building and all Plant & Machinery, Electrical and other equipments (except spares, store) on “as is where is basis” through Memorandum of Understanding to be executed between Company and M/s Shree Krishna Impex, Lakri Fazalpur, Delhi Road, Near Mini Bypass Road, Moradabad – 244001 (U.P.). This is subject to approval of Shareholders, Lenders and other necessary approvals.

The details with regard to the transaction pursuant to SEBI Circular No.CIR/CFD/CMD/4/2015 dated 5[th] September, 2015 are as under:-

Sl. No.	Particulars	Remarks
A	The amount and percentage of the turnover or revenue or income and net worth contributed by such unit or division of the listed entity during the last financial year.	Revenue of the above said unit for FY 2022- 23 is Rs.44.81 Crore i.e.; 22% of total revenue of Rs.203.03 Crore of the Company. Net-worth (based on Net value of assets) relating to the aforesaid unit as on 31st March, 2023 is Rs.35.14 Crores. Net worth of Company as on 31stMarch, 2023 is Rs.67.15 Crores.
B	Date on which the agreement for sale has been entered into	The Memorandum of Understanding (the MOU) for sale of Fixed Assets of Company’s Textile unit at Gajroula between Company and M/s Shree Krishna Impex is expected to be executed shorty.
C	The expected date of completion of sale / disposal	Subject to approvals from Shareholders, Lenders and all other necessary approvals as may be required for Sale of Fixed Assets of Company’s Textile unit at Gajroula and in accordance with the other provisions of MOU, the transaction is likely to be completed within the period of 12 months form the date of MOU or such other date as may be mutuallyagreed between theparties.

Contd……..p/2

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D Consideration received from such The consideration to be received by the
sale/disposal Company against sale of above mentioned
Company’s Textile unit Assets on “as is where
is basis” will be Rs.71 crores (Rupees Seventy
One Crores only).
E Brief details of Buyer and whether M/s Shree Krishna Impex, Moradabad, Uttar
any of the buyer belong to the Pradesh does not belong to the Promoter /
promoter / promoter group / group Promoter Group / Group Company.
companies. If yes, details thereof
F Whether the transaction would fall No
within related party transactions? If
yes, whether the same is done at
“arm’s length”
G Rational of the Proposed sale The Company being into Apparel
Manufacturing for more than 45 years has
prudently changed Apparel production
locations from time to time based on relative
competitive advantage of the cluster.
Gajroula, UP location was primarily setup for
spinning in early 1990s, however the
company disposed spinning assets and
converted the unit into a garmenting centre.
Hence now the Company proposes to shift to
the Noida/Pilkhuva cluster in UP and Greater
Kolkata, West Bengal area where skilled
labour and other advantages prevail due to
existing strong garmenting cluster. Part
proceeds would be used to set up these two
new locations and balance for repayment of
debt. The Company has already started
working on the new garmenting units
proposed, and expects no disruption in its
production or sales.
H Brief detail of change of No change in shareholding
shareholding (if any) as a result of
this transaction
I Additionally, in case of slump sale, Not applicable
indicative disclosures provided for
amalgamation / merger, shall be
disclosed by the listed entity with
respect to such slump sale
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You are requested to put the above information on records.

Thanking You,

For T.T. Limited

PANKAJ Digitally signed by PANKAJ MISHRA MISHRA Date: 2023.05.17 17:31:12 +05'30' Pankaj Mishra Company Secretary Membership No.-40550