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TVS Srichakra Ltd. M&A Activity 2023

Nov 3, 2023

61301_rns_2023-11-03_7cdf98de-2ae9-4b58-81c7-5d331591f7db.pdf

M&A Activity

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REF:TSL:SEC:2023/329

November 03, 2023

National Stock Exchange of India Ltd., 5th Floor Exchange Plaza Bandra (E), Mumbai - 400 051

BSE Limited P J Towers Dalal Street Fort, Mumbai 400 001

Scrip Code: TVSSRICHAK by NEAPS

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. It is in continuation of our earlier disclosure dated 20[th] October 2023.

We inform you that the company has made an investment in SG Acquisition Corporation, USA. Investment involves the subscription of 300 Common Shares at a price of USD 10,000 per Share, aggregating to a total amount of USD 3 million in M/s SG Acquisition Corporation, USA. This investment grants us 100 percent ownership of M/s SG Acquisition Corporation, USA.

Furthermore, it's important to note that M/s SG Acquisition Corporation will subsequently assume and takeover assets, liabilities and business operations of M/s Super Grip Corporation, USA.

The intimation on the allotment of Common Shares from M/s SG Acquisition Corporation is received at our end on 02 November 2023 at 9:08 p.m. (IST)

The details required under regulation 30 of SEBI (LODR) Regulations, 2015 read with Circular no. SEBI/HO/CFD/CFD-PoD1/P/CIR/2023/123 dated July 13, 2023 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

Digitally signed by CHINMOY CHINMOY PATNAIK PATNAIK Date: 2023.11.03 09:39:13 +05'30'

Chinmoy Patnaik Company Secretary & Compliance Officer Membership No. A14724

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

Information under Regulation 30 of SEBI Listing Regulations read with Circular no. SEBI/HO/CFD/CFD-PoD1/P/CIR/2023/123 dated July 13, 2023

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
5thSeptember 2023 in the state Michigan,
United
States
of America
(“Hereinafter
referred to asSG Acquisition”). TVS
Srichakra Limited made investment in SG
Acquisition on 02 November 2023 and SG
Acquisition in turn will assume and take over
the assets, liabilities and business operations
held by M/s Super Grip Corporation, USA. It is
further clarified that the proposed acquisition
exclusively pertains to transfer of assets,
liabilities and business operations from M/s
Super Grip Corporation, USA, to M/s SG
Acquisition, without any intent to subscribe 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 whether the
same is done at"arm’s length".
The investment in SG Acquisition is not a
related party transaction. The proposed
transaction between M/s SG Acquisition & M/s
Super Grip Corporation, US, is not a related
party transaction and none of the promoter/
promoter group/ group companies have any
interest in the entity whose assets, liabilities
and business operations will be takeover by
SG Acquisition.
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 the listed
entity)
SG Acquisition will focus on Off Highway Tyre
Products.
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.

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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Sr.
No
Particulars Details
e. Brief
details
or
any
governmental
or
regulatory
approvals
required
for
the
acquisition.
No approval is required from any government
or regulator for the acquisition as investment
in SG Acquisition will come under the
automatic route of ODI under FEMA.
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
Consideration is in the form of cash.
h. Cost of acquisition and/or the
price at which the shares are
acquired.
300 Common Shares at a price of USD 10,000
per Share, aggregating to a total amount of
USD 3 million.
i. Percentage of shareholding /
control acquired and / or
number of shares acquired.
100 % Shareholding / 300 Common Shares
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).
SG
Acquisition,
the
target
company,
registered
on
5th
September
2023.
Consequently, pertinent details regarding its
background, business activities and financial
performance over the past three years are
unavailable.

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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