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TCC CONCEPT LIMITED M&A Activity 2025

Dec 8, 2025

62499_rns_2025-12-08_ee5cd4d2-0b05-47fd-81d8-f893346f2b04.pdf

M&A Activity

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December 8, 2025

To BSE Limited Phiroze Jeejeebhoy Towers Dalal Street, Mumbai- 400 001 Scrip Code: 512038

Sub.: Update on acquisition of Pepperfry Limited.

Dear Sir/Ma’am,

Further to our intimations dated October 14, 2025 and October 31, 2025, and pursuant to Regulation 30 of the Listing Regulations, we wish to inform you that the Management Committee of the Board of Directors of TCC Concept Limited (“the Company”), at its meeting held today, has, inter alia, considered and approved the allotment of 1,06,10,690 equity shares on a preferential basis to the shareholders of Pepperfry Limited (“Pepperfry”) for consideration other than cash, pursuant to the acquisition of 89.09% stake in Pepperfry through a share swap. Consequent to the said acquisition, Pepperfry has become a subsidiary of the Company.

The details as required to be disclosed pursuant to SEBI Circular No. SEBI/HO/CFD/POD2/CIR/P/0155 dated November 11, 2024, are enclosed as Annexure–1.

Kindly take the same on records.

Thanking you, For TCC Concept Limited

ISHA Digitally signed by ISHA ARORA Date: 2025.12.08 ARORA 21:32:34 +05'30'

Isha Arora

Company Secretray & Compliance Officer

TCC Concept Limited

Regd. Office: 5[th] Floor, VB Capitol Building, Range Hill Road, Opp. Hotel Symphony, Bhoslenagar, Shivajinagar, Pune-411007 I CIN: L68200PN1984PLC222140 I Tel.: 020 2952 0104 Email Id: [email protected] I Website: www.tccltd.in

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Annexure-1

Sr. No. Particulars Details
1 Name of the target entity, details in brief
such as size, turnover etc.;
Name: Pepperfry Limited (“Pepperfry”)
About Pepperfry:
Founded in 2012 by Late Mr. Ambareesh Murty
and Mr. Ashish Shah, Pepperfry is India’s largest
omnichannel furniture and home goods e-
commerce marketplace. With a robust supply
chain, 150+ studios across 100+ cities, and
Assisted Buying services, it ensures a seamless
customer experience. Pepperfry has redefined
how India shops for furniture and home décor.
Turnover for FY 2025: Rs. 164.18 Crores
2 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”;
No, acquisition of Pepperfry does not qualify as
related party transaction and none of the
promoters or members of the promoter group or
directors of the Company are interested in the
transaction.
3 Industry to which the entity being
acquired belongs;
Online Market Place (E-Commerce)
4 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);
The acquisition of Pepperfry will strengthen the
Company’s presence in the e-commerce and
digital marketplace space, complementing its
core focus on technology-driven platforms. By
integration of Pepperfry’s established furniture
and
home
goods
marketplace
with
the
Company’s innovation and digital expertise, the
Company will enhance customer experience,
create operational synergies, and unlock new
growth opportunities. This acquisition is in line
with the Company’s vision of building scalable
and technology-enabled consumer platforms.
5 Brief details of any governmental or
regulatory approvals required for the
acquisition;
The Company has received all requisite approvals
for the acquisition including In-principal Approval
of BSE Limited for Preferential Issue and approval
of the members of the company.

TCC Concept Limited

Regd. Office: 5[th] Floor, VB Capitol Building, Range Hill Road, Opp. Hotel Symphony, Bhoslenagar, Shivajinagar, Pune-411007 I CIN: L68200PN1984PLC222140 I Tel.: 020 2952 0104 Email Id: [email protected] I Website: www.tccltd.in

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6 Indicative time period for completion of
the acquisition;
The acquisition of 89.09% stake on fully diluted
basis of Pepperfry is completed.
7 Consideration
-
whether
cash
consideration or share swap or any other
form and details of the same;
Share swap.
The Company has issued 1,06,10,690 (One crore
six lakh ten thousand six hundred ninety) equity
shares under the Share Acquisition Agreement in
consideration for the shares of Pepperfry.
8 Cost of acquisition and/or the price at
which the shares are acquired
Cost of Acquisition - Rs. 5,92,01,76,126.71
(Rupees Five hundred ninety-two crore one lakh
seventy-six thousand one hundred twenty-six
and seventy-one paise) for 89.09% stake of
Pepperfry on fully-diluted basis
9 Percentage of shareholding / control
acquired and / or number of shares
acquired;
The Company has acquired 3,15,45,391 equity
shares and 26,97,439 Compulsorily Convertible
Preference Shares (CCPS), representing 89.09%
of Pepperfryon a fullydiluted basis.
10 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);
Brief Background: Please refer point 1 above.
Date of Incorporation: July 25, 2011
Line of business: The Company is an online
marketplace provider hosting an e-commerce
platform facilitating sale of home décor items
and furniture to customers by third party
vendors. Further, the Company is the holding
company of (i) Pepperfry Modular Private
Limited, (ii) Clouddio Sleep Private Limited, and
(iii) Pepcart Logistics Private Limited.
Last 3 Years Turnover:
FY 2024-25 – Rs. 164.18 Crores
FY 2023-24 – Rs. 188.99 Crores
FY 2022-23 – Rs. 272.40 Crores
Presence and Incorporation: India

TCC Concept Limited

Regd. Office: 5[th] Floor, VB Capitol Building, Range Hill Road, Opp. Hotel Symphony, Bhoslenagar, Shivajinagar, Pune-411007 I CIN: L68200PN1984PLC222140 I Tel.: 020 2952 0104 Email Id: [email protected] I Website: www.tccltd.in