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Trident Ltd — Capital/Financing Update 2022
Dec 1, 2022
59305_rns_2022-12-01_cd76bf09-1e4d-4fa8-8a36-766448ae5c6e.pdf
Capital/Financing Update
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TRIDENT/CS/2022 December 1, 2022
Na�onal Stock Exchange of India Limited
Exchange Plaza, Plot No. C/1, G Block Bandra Kurla Complex, Bandra (E), Mumbai – 400 051 Scrip Code: TRIDENT
BSE Limited
Phiroze Jeejeebhoy Towers Dalal Street, Mumbai – 400 001 Scrip Code: 521064
Sub: Acquisi�on of Subsidiary by Trident Limited
Dear Sir/ Madam,
The Financial Management Commi�ee of the Company in its mee�ng held on December 1, 2022 has approved the:
-
Acquisi�on of 100% equity share capital of Trident Home Tex�les Limited.
-
Indirect acquisi�on of Trident Global, Inc. i.e. Trident Home Tex�les Limited holds 24.5% shareholding of Trident Global, Inc., therefore, due to the acquisi�on of Trident Home Tex�les Limited the Company shall hold 73.5% shareholding of Trident Global, Inc. (Direct holding 49% and Indirect holding 24.5%).
Disclosures as required under Regula�on 30 of the SEBI (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015 and SEBI Circular no. CIR/CFD/CMD/4/2015 dated September 9, 2015 are provided as Annexure-I and Annexure - II .
This is for your informa�on & records please.
Thanking you, Yours faithfully, For Trident Limited HARI Digitally signed by HARI KRISHAN KRISHAN Date: 2022.12.01 17:52:40 +05'30'
(Hari Krishan) Company Secretary
Enclosed: As above
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01/12/2022
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Annexure-I
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Disclosures as required under Regula�on 30 of the SEBI (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015 and SEBI Circular no. CIR/ CFD/CMD/4/2015 dated September 9, 2015
| 2015 | ||||||
|---|---|---|---|---|---|---|
| S. No. | Details of Events that need to be provided | Informa�on of such Events | ||||
| 1 | Name of the Target En�ty | Trident Home Tex�les Limited (in short ‘THTL’) |
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| 2 | Details in brief such as size, turnover, etc. | The paid-up capital of THTL is INR 500,000/- Turnover of THTL – Nil |
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| 3 | Whether the Acquisi�on would fall within related party transac�on(s) and whether the promoter/promoter group/group companies have any interest in the en�ty being acquired? If yes, nature of interest and details thereof and whether the same is done at “arm’s length” |
The acquisi�on will fall within related party transac�ons. Trident Home Tex�les Limited is Enterprise under common control. The promoter/promoter group of the Company have interest in the Company being acquired and the acquisi�on is done at fair value of equity share at “arm’s length”. |
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| 4 | Industry to which the en�ty being acquired belongs |
Tex�le Business | ||||
| 5 | Objects and efects of acquisi�on (including but not limited to, disclosure of reasons for acquisi�on of target en�ty, if its business is outside the main line of Business of the listed en�ty) |
The Company proposes to acquire the said “Target En�ty” for implementa�on of forward integra�on of opera�ons and Consolida�on of Interna�onal business. |
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| 6 | Brief details of any governmental or regulatory approvals required for the acquisi�on |
Not Applicable | ||||
| 7 | Indica�ve �me period for comple�on of the acquisi�on |
Defni�ve agreement has been executed and Share Transfer shall be completed in due course. |
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| 8 | Nature of considera�on – whether Cash considera�on or share swap and details of the same |
Cash Considera�on. | ||||
| 9 | Cost of acquisi�on or the price at which the shares are acquired |
The cost of acquisi�on shall be the fair value of equity shares. | ||||
| 10 | Percentage of Shareholding/ Control Acquired/ or No. of Shares Acquired |
% of Shareholding | 100% | |||
| Control Acquired | Wholly owned Subsidiary | |||||
| No. of Shares Acquired | 50,000 Equity Shares | |||||
| 11 | Brief background about the En�ty Acquired in terms of products/line of business acquired, Date of Incorpora�on, History of last 3 years turnover, Country in which the acquired en�ty has presence and any other signifcant informa�on (in brief) |
THTL, incorporated on 18/01/2011 is primarily incorporated to carry on the business of Tex�le & not yet started its commercial opera�ons, and is having its registered ofce in Sanghera, Punjab. Turnover of the Companyduringlast 3years is as follow: Par�culars FY2019-20 FY2020-21 FY2021-22 Turnover NIL NIL NIL |
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| Par�culars | FY2019-20 | FY2020-21 | FY2021-22 | |||
| Turnover | NIL | NIL | NIL | |||
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01/12/2022
TL/2022/028245
Annexure-II
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Disclosures as required under Regula�on 30 of the SEBI (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015 and SEBI Circular no. CIR/ CFD/CMD/4/2015 dated September 9, 2015
| S. No. | Details of Events that need to be provided |
Informa�on of such Events | Informa�on of such Events |
|---|---|---|---|
| 1 | Name of the Target En�ty | Trident Global, Inc. (in short ‘TGI’) |
|
| 2 | Details in brief such as size, turnover, etc. |
The paid-up capital of TGI: USD 50,000/- Turnover of TGI as on 31/03/2022: USD 94,86,307/- |
|
| 3 | Whether the Acquisi�on would fall within related party transac�on(s) and whether the promoter/promoter group/group companies have any interest in the en�ty being acquired? If yes, nature of interest and details thereof and whether the same is done at “arm’s length” |
The acquisi�on will fall within related party transac�ons. Trident Global, Inc. is an associate of Trident Limited. The promoter/promoter group of the Company have interest in the Company being acquired and the acquisi�on is done at fair value of equity share at “arm’s length”. |
|
| 4 | Industry to which the en�ty being acquired belongs |
Tex�le Business | |
| 5 | Objects and efects of acquisi�on (including but not limited to, disclosure of reasons for acquisi�on of target en�ty, if its business is outside the main line of Business of the listed en�ty) |
The Company proposes to acquire the said “Target En�ty” for forward integra�on of Interna�onal business. |
|
| 6 | Brief details of any governmental or regulatory approvals required for the acquisi�on |
Not Applicable | |
| 7 | Indica�ve �me period for comple�on of the acquisi�on |
Not Applicable | |
| 8 | Nature of considera�on – whether Cash considera�on or share swap and details of the same |
Cash Considera�on. | |
| 9 | Cost of acquisi�on or the price at which the shares are acquired |
The cost of acquisi�on shall be the fair value of equity shares. | |
| 10 | Percentage of Shareholding/ Control Acquired/ or No. of Shares Acquired |
% of Shareholding | 73.5% |
| Control Acquired | Subsidiary | ||
| No. of Shares Acquired | 36,750 Common Stock |
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11 Brief background about the En�ty Acquired in terms of products/line of business acquired, Date of Incorpora�on, History of last 3 years turnover, Country in which the acquired en�ty has presence and any other significant informa�on (in brief)
Trident Global, Inc. is a Company incorporated on March 26, 2003 in USA. It is engaged in the business of Trading of Tex�les and operates as a liaison office and has been incorporated as to work as an extended arm of Trident Limited to serve consumers and gather market intelligence in the US Region. Turnover of the Company during last 3 years is as follow: Par�culars FY2019-20 FY2020-21 FY2021-22 Turnover 33,67,635 53,41,261 94,86,307 (USD)
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01/12/2022
TL/2022/028245