Tata Steel Regulatory News (TTST)

1.

Name of the target entity, details in brief such as size, turnover etc.

Tata Metaliks Limited ('TML/ Tata Metaliks')

Tata Metaliks is one of India's leading producers of high-quality Pig Iron (PI) and Ductile Iron (DI) pipes. TML operates a state-of-the-art manufacturing plant near Kharagpur, West Bengal. TML's unique offerings, including variety of branded products customized to meet specific user needs, are setting industry benchmarks through quality products and service offerings.

The turnover of Tata Metaliks for FY 2017-18 is ₹1,894 crore.

2.

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"

This is not a related party transaction as it is a subscription to Equity Shares and Warrants.

Tata Metaliks, a subsidiary and a company in the Tata Steel group has allotted equity shares and convertible warrants to Tata Steel. The allotment is in compliance with the applicable laws.

3.

Industry to which the entity being acquired belongs

Manufacturing of pig iron and ductile iron pipes

4.

Objects and effects 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 fund the expansion project and also strengthen the balance sheet of TML.

5.

Brief details of any governmental or regulatory approvals required for the acquisition

NA

6.

Indicative time period for completion of the acquisition

i. 27,97,000 Equity Shares of face value of ₹10 each at a price of ₹642 per Equity Share aggregating to ₹179.57 crore; and

ii. 34,92,500 Warrants at a price of ₹642 per Warrant, with a right exercisable by the Warrant holder to subscribe for one equity share per Warrant of face value of ₹10 each, aggregating to ₹224.22 crore (25% paid on application)

were allotted to Tata Steel Limited today i.e., on March 28, 2019.

The Warrants may be exercised by the Warrant holder, in one or more tranches, at any time on or before the expiry of 18 months from the date of allotment of the Warrants.

7.

Nature of consideration - whether cash consideration or share swap and details of the same

Cash

8.

Cost of acquisition or the price at which the shares are acquired

27,97,000 Equity Shares of face value of ₹10 each at a price of ₹642 per Equity Share aggregating to ₹179,56,74,000; and

34,92,500 Warrants at a price of ₹642 per Warrant, with a right exercisable by the Warrant holder to subscribe for one equity share per Warrant of face value of ₹10 each, aggregating to ₹224,21,85,000 (25% paid on application)

9.

Percentage of shareholding / control acquired and / or number of shares acquired

10.

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)

Tata Metaliks, incorporated on October 10, 1990, is one of India's leading producers of high-quality Pig Iron (PI) and Ductile Iron (DI) pipes.

TML, with its manufacturing plant near Kharagpur, West Bengal, offers innovative products to its customers and is setting industry benchmarks through quality products and service offerings. It offers a variety of branded products customised to meet specific user needs

As of December 31, 2018, TML's production capacity is as follows:

Hot Metal - 5.0 LTPA

Ductile Iron Pipes - 2.0 LTPA

Prior to such allotment, Tata Steel held 50.09% of the entire paid up equity share capital of TML.

TML's revenues of last three consecutive years are as below:

· FY 2017-18 Revenues: Rs. 1,894 crore

· FY 2016-17 Revenues: Rs. 1,410 crore

· FY 2015-16 Revenues: Rs. 1,390 crore