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TVS Srichakra Ltd. — M&A Activity 2023
Nov 4, 2023
61301_rns_2023-11-04_f73399c2-4d95-46fb-89b4-c6150232bf16.pdf
M&A Activity
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REF: TSL:SEC:2023/331 4[th] November 2023
National Stock Exchange of India Ltd., 5th Floor Exchange Plaza Bandra (E), Mumbai - 400 051
Scrip Code: TVSSRICHAK by NEAPS
BSE Limited P J Towers Dalal Street Fort, Mumbai 400 001 Scrip Code: 509243 by Listing Centre
Sub: Disclosure under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR”).
Dear Sir/Madam,
This disclosure is made in compliance with Regulation 30 of SEBI (LODR) Regulations and other applicable regulations contained therein. This is in reference to our earlier disclosures dated 20[th] October 2023 & 3[rd] November 2023.
We are pleased to announce that on 3[rd] November 2023, M/s SG Acquisition Corporation, the wholly owned subsidiary of our Company, successfully executed an Asset Purchase Agreement with M/s Super Grip Corporation, USA (" SG "), marking an important acquisition. This transaction involved transfer of assets, liabilities, and business operations from M/s Super Grip Corporation, US, to M/s SG Acquisition, US, without subscribing to the shares in M/s Super Grip Corporation.
On 3[rd] November 2023 at 10:05 p.m. (IST) the above Transaction was consummated.
The company is committed to transparency and if any further information is required we will be pleased to share the same.
Further details are furnished in Annexure A .
This intimation is also being uploaded on the Company’s website at https://tvseurogrip.com/.
This is for your information and records.
Thanking you Yours faithfully for TVS SRICHAKRA LIMITED
CHINMOY Digitally signed by CHINMOY PATNAIK PATNAIK Date: 2023.11.04 13:58:23 +05'30' Chinmoy Patnaik Company Secretary & Compliance Officer
TVS Srichakra Limited
CIN: L25111TN1982PLC009414
Regd. Office: TVS Building, 7-B, West Veli Street, Madurai 625 001.
Tel:+91 0452 2356400, Fax: +91 0452 2443466 I Website: www.tvseurogrip.com I [email protected] Manufacturing Unit: Vellaripatti, Melur Taluk, Madurai-625 122, Tel:+91 452 2443300
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Annexure A
| Sr. No |
Particulars | Details |
|---|---|---|
| a. | Name of the target entity, details in brief such as size, turnover etc. |
Target company name is M/s SG Acquisition Corporation, USA, a corporation registered on 5th September 2023 in the United States of America (“Hereinafter referred to asSG Acquisition”). On 2ndNovember 2023 the Company made investment in M/s SG Acquisition by subscribing to the shares in M/s SG Acquisition, which became a wholly owned overseas subsidiary of the company. The details of the acquisition are furnished in our previous disclosure to the stock exchange on 3rdNovember 2023. On 3rdNovember 2023 SG Acquisition executed an Asset Purchase Agreement with M/s Super Grip Corporation, USA, and acquired assets, liabilities, and business operations of M/s Super Grip Corporation. (“Transaction”) It is clarifed that the Transaction encompassed transfer of assets, liabilities and business operations from M/s Super Grip Corporation, USA, to M/s SG Acquisition for a consideration without subscribing to the shares in M/s Super Grip Corporation, USA. |
| b. | 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 whetherthe sameis done at"arm’slength". |
The Transaction is not a related party transaction and none of the promoter/ promoter group/ group companies have any interest in M/s Super Grip Corporation. |
TVS Srichakra Limited
CIN: L25111TN1982PLC009414 Regd. Office: TVS Building, 7-B, West Veli Street, Madurai 625 001. Tel:+91 0452 2356400, Fax: +91 0452 2443466 I Website: www.tvseurogrip.com I [email protected] Manufacturing Unit: Vellaripatti, Melur Taluk, Madurai-625 122, Tel:+91 452 2443300
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| c. | Industry to which the entity being acquired belongs (including but not limited to, disclosure of reasons for acquisition of target entity, if its business is outside the main line of business of thelisted entity) |
SG Acquisition will focus on Off Highway Tyre Products post the Transaction. |
|---|---|---|
| d. | 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). |
To expand business in the USA. |
| e. | Brief details or any governmental or regulatory approvals required for the acquisition. |
No governmental or regulatory approvals are required to be obtained. |
| f. | indicative time period for completion of the acquisition |
Not applicable |
| g. | Consideration — whether cash consideration or share swap or any other form and details of the same |
The consideration for the Transaction will be discharged by SG Acquisition in the form cash. |
| h. | Cost of acquisition and/or the price at which the shares are acquired. |
The cost of the Transaction is withheld due to reasons of confdentiality. |
| i. | Percentage of shareholding / control acquired and / or numberofshares acquired. |
Not applicable |
| j. | 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). |
Not applicable |
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TVS Srichakra Limited CIN: L25111TN1982PLC009414 Regd. Office: TVS Building, 7-B, West Veli Street, Madurai 625 001. Tel:+91 0452 2356400, Fax: +91 0452 2443466 I Website: www.tvseurogrip.com I [email protected] Manufacturing Unit: Vellaripatti, Melur Taluk, Madurai-625 122, Tel:+91 452 2443300