Unichem Laboratories Ltd. — Capital/Financing Update 2022

May 10, 2022

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May 10, 2022

To,

The Manager – Department of The Manager – Listing Department Corporate Services Bombay Stock Exchange Limited National Stock Exchange of India Limited P. J. Towers Exchange Plaza, Plot No. C-1, Block G Dalal Street, Fort Bandra Kurla Complex, Bandra (E) Mumbai – 400001 Mumbai – 400051

Dear Sir/Madam,

SUB: Intimation and disclosures under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, as amended (“Listing Regulations”)

This is to inform you that in November, 2018, the Company had made a strategic investment in Optrix Laboratories Limited (Optrix) and Optimus Drugs Private Limited (Optimus) both based at Hyderabad, the details of which have been already intimated to the exchanges. Optrix was later merged with Optimus through a scheme of amalgamation. The resultant Company namely Optimus is engaged in the business of researching, developing, manufacturing, marketing, and distributing active pharmaceutical ingredients and intermediates.

Pursuant to the approval of the Board of Directors of the Company at its meeting held today, the Company, Optimus and Sekhmet Pharmaventures Private Limited (“ Purchaser ”), will enter into a share purchase agreement whereby the Company proposes to sell its entire shareholding in Optimus to the Purchaser by secondary transfer of shares in two tranches i.e, (i) sale of 19.97% equity shares on a fully diluted basis in the first tranche, for an aggregate consideration of INR 270,98,99,010; and (ii) sale of the remaining 0.02% equity shares in the second tranche for a price to be determined as per the said share purchase agreement after satisfaction of necessary conditions precedent.

This intimation is given under Regulation 30 of the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015.

Digitally signed by PRADEEP PRADEEP BHANDARI BHANDARI Date: 2022.05.10 21:26:11 +05'30'

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Registered Office: Unichem Bhavan, Prabhat Estate, Off S.V.RoadJogeshwari (West), Mumbai – 400 102, Maharashtra, India.

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In terms of the Listing Regulations read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated 9 September 2015. Please refer to Annexure I attach herewith for further details in relation to the change in the shareholding from the last disclosure made.

Kindly take the above on record and oblige.

Thanking you. Yours faithfully For Unichem Laboratories Limited

PRADEEP Digitally signed by PRADEEP BHANDAR BHANDARI Pradeep Bhandari Date: 2022.05.10 Head – Legal & Company Secretary I 21:26:45 +05'30'

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Registered Office: Unichem Bhavan, Prabhat Estate, Off S.V.RoadJogeshwari (West), Mumbai – 400 102, Maharashtra, India.

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Annexure I – Part A 1 (ii)(b) Change in the shareholdings from the last disclosure made made by the Company: Optimus Drugs Private Limited

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S. Details required Information about such event
No.
a) Name of the target entity, Sale of equity shares held by the Company in
details in brief such as size, Optimus Drugs Private Limited (“ Optimus ”) to
turnover etc. Sekhmet Pharmaventures Private Limited.
Total turnover of Optimus (unaudited): Rs. INR
1130 crores (21-22)
b) Whether the acquisition/s ale No
would fall within related party
transaction(s) and whether the
promoter/ promoter group/
group companies have any
interest in the entity being
acquired/ sold? If yes, nature of
interest and details thereof and
whether the same is done at
“arm’s length”
c) industry to which the entity Active pharmaceutical ingredients (“ APIs ”) and
being sold/ acquired belongs; intermediates
d) objects and effects of Liquidation of strategic investment by the
acquisition/s ale (including but Company.
not limited to, disclosure of
reasons for acquisition/ sale of
the target entity, if its business
is outside the main line of
business of the listed entity);
e) brief details of any Approval from the Competition Commission of
governmental or regulatory India
approvals required for the
acquisition;
PRADEEP Digitally signed by PRADEEP BHANDARI
BHANDARI Date: 2022.05.10 21:27:17 +05'30'
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Registered Office: Unichem Bhavan, Prabhat Estate, Off S.V.RoadJogeshwari (West), Mumbai – 400 102, Maharashtra, India.

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f)	The indicative time period for completion of the sale~~/acquisition;~~	Pursuant to and immediately upon conclusion of the board meeting, the Company will enter into share purchase agreement and shares will be sold to the Purchaser after satisfaction of necessary conditions precedent (including approval from the Competition Commission of India) as mutually agreed under the share purchase agreement.
g)	nature of consideration - whether cash consideration or share swap and details of the same;	Cash consideration
h)	cost of sale/~~acquisition~~or the price at which the shares are sold/~~acquired;~~	For the first tranche - INR 270,98,99,010 For the second tranche- for a price to be determined as per the said share purchase agreement after satisfaction of necessary conditions precedent.
i)	percentage of shareholding / control sold~~/acquired~~and / or number of shares sold/~~acquired;~~	(i) sale of 19.97% equity shares on a fully diluted basis in the first tranche; and (ii) sale of remaining 0.02% equity shares in the second tranche.
j)	brief background about the entity sold/~~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);	Incorporated on December 2, 2003, Optimus is engaged in the business of researching, developing, manufacturing, marketing, and distribution of active pharmaceutical ingredients and intermediates. Optimus’s turnover was Rs 528 Crores (audited) in 2019-20, Rs. 1019 Crores (audited) in 2020-21 and Rs. 1130 Crore (unaudited) in 2021-22.

PRADEEP Digitally signed by PRADEEP BHANDA BHANDARI Date: 2022.05.10 RI 21:27:47 +05'30'

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Registered Office: Unichem Bhavan, Prabhat Estate, Off S.V.RoadJogeshwari (West), Mumbai – 400 102, Maharashtra, India.