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W.S. Industries (India) Ltd. — Capital/Financing Update 2024
Mar 16, 2024
60222_rns_2024-03-16_b61a2fb7-09b2-4975-b039-57592b559c29.pdf
Capital/Financing Update
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W.S. Industries (India) Limited
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16th March 2024
M/s. BSE Ltd. PhirozeJeejeebhoy Towers, 25[th] Floor, Dalal Street, Mumbai – 400001 Scrip Code: 504220
M/s. National Stock Exchange of India Ltd. Regd Office: “Exchange Plaza” Bandra-Kurla Complex Bandra (East), Mumbai - 400051 Symbol: WSI
Dear Sir,
Sub: Announcement under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
With reference to the above, we are pleased to inform that:
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Pursuant to the outcome of Board Meeting filed on 13[th] July 2023 and pursuant to the approval of shareholders through postal ballot notice dated 13[th] July 2023 and its results dated 23[rd] August 2023 and as earlier intimated on 3rd November 2023 on the subject matter of Securities Subscription Agreement entered between the Company, M/s.Prestige Exora Business Parks Limited and M/s.WSI Falcon Infra Projects Private Limited (formerly WS Insulators Private Limited) wholly owned subsidiary of the Company, Company has executed the sale deed and other related documents in relation to sale/transfer of immovable property admeasuring an extent of 6.53 acres of land to its wholly owned subsidiary M/s.WSI Falcon Infra Projects Private Limited (formerly WS Insulators Private Limited) as detailed in Annexure-I.
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Accordingly, M/s.WSI Falcon Infra Projects Private Limited (wholly owned subsidiary) in its meeting held today has allotted 11,50,000 First Tranche Optionally Fully Convertible Debentures ("First Tranche Series 2 OFCDs") To M/S. W.S. Industries (India) Limited (Holding Company) on a private placement basis for the balance sale consideration as detailed in Annexure-II.
The Information required to be submitted pursuant to SEBI Circular No.SEBI/HO/CFD/CFDPoD-1/P/CIR/2023/123 dated July 13, 2023 is annexed herewith as Annexure -I and II.
We request you to take on record the above.
Thanking You,
Yours faithfully, for W.S. Industries (India) Limited
SWAMINATH Digitally signed by SWAMINATHAN AN Date: 2024.03.16 17:36:41 +05'30' B. Swaminathan Company Secretary
Registered Office : 108, Mount Poonamallee Road, Porur, Chennai - 600 116. India
General Office : 3rd Floor, New No.48, Old No. 21, Savidhaanu Building, Casa Major Road, Egmore, Chennai - 600 008. Contact : (91) - 89258 02400 CIN : L29142TN1961PLC004568
Dept E-mail : [email protected]
Website : wsindustries.in
W.S. Industries (India) Limited
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| Annexure – I | Annexure – I |
|---|---|
| the amount and percentage of the turnover or revenue or income and net worth contributed by such unit or division or undertaking or subsidiary or associate company of the listed entityduringthe last financialyear; |
Nil |
| date on which the agreement for sale has been entered into |
12th March 2024 (subject to registration) |
| the expected date of completion of sale/disposal; |
Registration completed on 16thMarch 2024 |
| consideration received from such sale/disposal; | Consideration of Rs.140,00,00,000/- (Rupees one hundred forty crores) as below: (i) Rs.25,00,00,000/- (Rupees twenty-five crores) for cash consideration, and (ii) 11,50,000 optionally fully convertible debentures of Rs.1,000/- each for balance deferred consideration. |
| brief details of buyers and whether any of the buyers belong to the promoter/ promoter group/groupcompanies. Ifyes,details thereof; |
WSI Falcon Infra Projects Private Limited (Wholly owned subsidiary) |
| whether the transaction would fall within related party transactions? If yes, whether the same is done at “arm’s length”; |
Yes for both. |
| whether the sale, lease or disposal of the undertaking is outside Scheme of Arrangement? If yes, details of the same including compliance with regulation 37A of LODR Regulations. |
Yes, as per Reg 37A(2). |
| additionally, in case of a slump sale, indicative disclosures provided for amalgamation/merger, shall be disclosed by the listed entity with respect to such slumpsale. |
Not Applicable |
Registered Office : 108, Mount Poonamallee Road, Porur, Chennai - 600 116. India
General Office : 3rd Floor, New No.48, Old No. 21, Savidhaanu Building, Casa Major Road, Egmore, Chennai - 600 008. Contact : (91) - 89258 02400 CIN : L29142TN1961PLC004568 Dept E-mail : [email protected]
Website : wsindustries.in
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W.S. Industries (India) Limited
Annexure – II
| Annexure – II | |
|---|---|
| Particulars of Securities | Details of Securities |
| Type of securitiesproposed to be issued | OptionallyFullyConvertible Debentures. |
| Type of issuance | Privateplacement basis. |
| Total number of securities proposed to be issued or the total amount for which the securities will be issued(approximately) |
11,50,000 First Tranche Series 2 OFCDs at Rs.1,000/- each. |
| Names of the investors | W.S. Industries(India)Limited. |
| Post allotment of securities: outcome of the subscription issue price / allotted price(in case of convertibles), |
11,50,000 First Tranche Series 2 OFCDs at Rs.1,000/- each. |
| number of investors | 1 |
| in case of convertibles - intimation on conversion of securities or on lapse of the tenure of the instrument; |
Nil |
| Size of the issue | 14,80,000 Series 2 OFCDs to be issued |
| whether proposed to be listed? If yes, name of the stock exchange(s); |
No |
| tenure of the instrument - date of allotment and date of maturity |
10 years from the date of allotment |
| coupon/interest offered, schedule of payment of coupon/interest andprincipal; |
Interest 0.01% payable annually |
| charge/security, if any, created over the assets | Mortgage created on land situated at 108, Mount Poonamallee Road,Porur,Chennai-600116. |
| special right/interest/privileges attached to the instrument and changes thereof; |
Nil |
| delay in payment of interest / principal amount for a period of more than three months from the due date or default inpayment of interest/ principal; |
Nil |
| details of any letter or comments regarding payment/non-payment of interest, principal on due dates, or any other matter concerning the security and /or the assets along with its comments thereon, if any; |
Nil |
| details of redemption of preference shares indicating the manner of redemption (whether out ofprofits or out of fresh issue)and debentures; |
Nil |
Registered Office : 108, Mount Poonamallee Road, Porur, Chennai - 600 116. India
General Office : 3rd Floor, New No.48, Old No. 21, Savidhaanu Building, Casa Major Road, Egmore, Chennai - 600 008. Contact : (91) - 89258 02400 CIN : L29142TN1961PLC004568 Dept E-mail : [email protected]
Website : wsindustries.in