Tilaknagar Industries Ltd — Capital/Financing Update 2025

Dec 1, 2025

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December 01, 2025

To, To, BSE Limited National Stock Exchange of India Phiroze Jeejeebhoy Towers, Limited Dalal Street, Exchange Plaza, C-1, Block-G, Mumbai 400001 Bandra-Kurla Complex, Bandra (East), Scrip Code: 507205 Mumbai-400 051 Symbol: TI

Sub : Update on completion of acquisition of Business Undertaking of Pernod Ricard India Private Limited for Imperial Blue Brands

Ref : Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Dear Sir/Madam,

This is further to our communication dated July 23, 2025 informing you , inter alia, about the approval of the Board of Directors of the Company to the acquisition of the Business Undertaking of Pernod Ricard India Private Limited, involving the business division of production, bottling, marketing and sale of alcoholic and other beverages under the Imperial Blue Brands and on such terms and conditions as contained in Business Transfer Agreement and its ancillary agreements and subject to approval of the Competition Commission of India

We are pleased to inform that on November 30, 2025, the Company has successfully completed the acquisition of the Business Undertaking of Pernod Ricard India Private Limited, as a going concern, on a slump sale basis relating to the business of production, bottling, marketing and sale of alcoholic and other beverages under the Imperial Blue Brands and from December 01, 2025 the economic ownership of the Imperial Blue Brands is transferred to the Company. The Company has remitted an amount of Rs 3,442.34 crores to Pernod Ricard India Private Limited towards lump sum consideration based on estimated closing adjustments in accordance with the BTA.

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The required details pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Master Circular No SEBI/HO/CFD/PoD2/CIR/P/0155 dated 11th November, 2024 is enclosed as Annexure-A .

The update on the acquisition shall also be available on the website of the Company i.e. www.tilind.com.

Kindly take the same on your record.

For Tilaknagar Industries Ltd.

MINUZEER Digitally signed by MINUZEER YAZDI YAZDI BAMBOAT BAMBOAT Date: 2025.12.01 08:41:37 +05'30' Minuzeer Bamboat Company Secretary and Compliance Officer M. No. 73014 Encl: a/a

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Annexure A

Disclosure under Regulation 30 read with Para A of Part A of Schedule III of SEBI Listing Regulations, 2015, read with SEBI Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated 11[th] November, 2024.

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Sr. Particulars Details
No.
1. Name of the target entity, details Business Undertaking has been
in brief such as size, turnover acquired from Pernod Ricard India
etc.; Private Limited. No shares are being
purchased in any entity and no entity
is being acquired.
The proposed transaction comprises of
acquisition of Business Undertaking of
Pernod Ricard India Private Limited, as
a going concern on a slump sale basis
related to the business of production,
bottling, marketing and sale of
alcoholic and other beverages under
the Imperial Blue Brands.
The turnover for the period April 2024
to March 2025 is Rs 3,067 crores.
2. Whether the acquisition would The acquisition does not fall within
fall within related party related party transaction(s).
transaction(s) and whether the Promoters / promoter group / group
promoter/ promoter group/ companies of the Company do not hold
group companies have any any interest in Pernod Ricard India
interest in the entity being Private Limited.
acquired? If yes, nature of interest
and details thereof and whether The proposed transaction is at arms’
the same is done at “arm’s length” length basis.
3. Industry to which the entity being The Business being acquired pertains
acquired belongs to the Indian Made Foreign Liquor
(IMFL) under Alcoholic Beverage
Industry.
4. Objects and impact of acquisition One of the primary objectives of the
(including but not limited to, Company with regard to the acquisition
disclosure of reasons for
of Imperial Blue business undertaking,
acquisition of target entity, if its
is to create a PAN India IMFL business.
business is outside the main line
The acquisition marks the Company’s
of business of the listed entity)
foray into whisky - the largest IMFL
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		Category in India. Imperial Blue is currently the third largest IMFL brand. With the acquisition, the Company turns into a leading player in brandy and whisky, the two largest IMFL categories. Imperial Blue shall serve as the base for the Company’s premium portfolio strategy. Since the Company and the Imperial Blue business undertaking have complementary geographic exposures within India, this acquisition would also strengthen the distribution networkofthe Company.
5.	Brief details of any governmental or regulatory approvals required for the acquisition	The approval from the Competition Commission of India has been received on October 07, 2025
6.	Indicative time period for completionofthe acquisition	The transaction has been consummated on November30, 2025.
7.	Consideration - whether cash consideration or share swap or any other form and details of the same	Cash Consideration
8.	Cost of acquisition and/or the price at which the shares are acquired	The Company has remitted an amount of Rs 3,442.34 crores1to Pernod Ricard India Private Limited (“PRI”) towards lump sum consideration based on estimated closing adjustments as agreed under the BTA. The lump sum consideration paid to PRI is further subject to post-closing adjustments in accordance with the terms and conditions set out in the Business Transfer Agreement. 1 Including estimated inventory as of Closing; but excluding receivables and payables which at the time of signing of the definitive agreements i.e. on July 23, 2025 were assumed at ~INR 500 crore As per agreement, Company will pay a deferred consideration of EUR 28 million after 4 years from the date of closure of the transaction (i.e., 30 Nov 2029).

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9. Percentage of shareholding / Not applicable since the transaction is
control acquired and / or number by way of purchase of Business
of shares acquired undertaking on a going concern basis
by way of slump sale under Business
Transfer Agreement.
10. Brief background about the The Imperial Blue brand has a strong
entity acquired in terms of consumer recall built on the back of
products/line of business
more than 25 years of existence. With
acquired, date of incorporation,
a sales volume of 22.4 million cases in
history of last 3 years turnover,
the period of April 2024 to March 2025,
country in which the acquired
Imperial Blue enjoys an approximately
entity has presence and any other
significant information (in brief) 9% volume share in the whisky
category. Imperial Blue is present in 27
states and union territories with a well
diversified presence across regions.
Financial Year Rs in crores
FY 2024-25 3,208.09
(Estimated)
FY 2023-24 3,048.70
FY 2022-23 3,138.10
Note : The financial year numbers given
above is for July to June
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