Jk Lakshmi Cement Limited · NSE:JKLAKSHMI
Jk Lakshmi Cement — Merger or Acquisition (July 2024)
11 slides from Jk Lakshmi Cement's merger presentation, Jul 31, 2024
Slide 1: Stock exchange disclosure letter under Regulation 30
[ JKLC :SECTL:SE :24 31st July 2024 1 BSE Ltd. 2 National Stock Exchange of India Ltd. Phiroze Jeejeebhoy Towers Exchange Plaza” Dalal Street Bandra-Kurla Complex Mumbai – 400 001 Bandra (East), Mumbai – 400 051 Through: BSE Listing Centre Through: NEAPS Security Code No. 500380 Symbol: JKLAKSHMI, S
Slide 2: Composite Restructuring Scheme Investors' Presentation
Composite Restructuring Scheme Investors’ Presentation 31st July 2024 0
Slide 3: Current Structure and Background
Current Structure and Background Current Structure Background of Companies involved • JK Lakshmi Cement Ltd (JKLC) is primarily engaged in Cement business i.e., business of manufacturing, selling and Public Promoter Group trading of clinker and cement (‘Cement Division’); 53.66% 46.34% Has manufac
Slide 4: Transaction Mechanics
Transaction Mechanics Mechanics Part Mechanics • Merger of Udaipur Co with and into JK Lakshmi. Public Promoter Group • JK Lakshmi to issue: o 4 Equity Shares of Face Value INR 5 each for every 100 Equity Shares of INR 4 each held in Udaipur Co to Shareholders of 53.66% 46.34% Udaipur Co (Other than
Slide 5: Current vis-à-vis Resultant Structure
Current vis-à-vis Resultant Structure Current Structure Resultant Structure Public Promoter Group Public Promoter Group 53.66% 46.34% 54.88% 45.12% JK Lakshmi (11.7 MT) JK Lakshmi 25% 71.12% (16.4 MT) 100% 100% 85% 100% 85% Other Hansdeep Hidrive Udaipur Co Promoter (Nagaur (Land at 3.88% (4.7 MT) G
Slide 6: Strategic Rationale for the Composite Scheme of Arrangement
Strategic Rationale for the Composite Scheme of Arrangement 1. Synergical Benefits upon Merger. • Increased Synergical benefits in Manufacturing, Distribution Process & Logistics alignment reducing time to market & benefitting customers. • Scope for reduction in Fixed Costs & Other benefits of Econo
Slide 7: Transaction Summary
Transaction Summary Proposed Transaction Transaction Highlights Transaction Perimeter Key Approvals Required • Merger of Udaipur • Shareholders of UCWL have • All the Assets, Liabilities, • The Proposed Scheme Cement Works Ltd into the to receive 4 Equity Contracts & Employees after the Approval fro
Slide 8: Timelines for the Scheme
Timelines for the Scheme Stock NCLT & Shareholder Other Listing of Board Exchange/ Lenders’ NCLT / Creditor Regulatory shares Approval SEBI Approval Application Approval Approval Approval 31st July’24 3 - 4 Months 8- 9 Months 1- 1.5 Months Expected that Scheme of Arrangement would be effective in Se
Slide 9: Advisors to the Proposed Scheme
Advisors to the Proposed Scheme Advisors: Lawyers: PW & Co LLP KT Advisors LLP Independent Registered Valuers: Merchant Bankers: PwC Business Consulting Services LLP ICICI Securities & & Incwert Advisory Private Limited D&A Financial Services 7
Slide 10: Thank You
Thank You 8
Slide 11: Disclaimer
Disclaimer This Presentation has been prepared by JK Lakshmi Cement Limited (“JKLC”), Udaipur Cement Works Ltd (“UCWL”), Hansdeep Industries & Trading Company Ltd (HITCL) & Hidrive Developers & Industries Ltd (HIDL) for information purposes only in relation to Proposed Merger of UCWL into JKLC pursu
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