Butterfly Gandhimathi Appliances Limited · NSE:BUTTERFLY
Butterfly Gandhimathi Appliances — Merger or Acquisition (March 2023)
19 slides from Butterfly Gandhimathi Appliances's merger presentation, Mar 25, 2023
Slide 1: Regulation 30 disclosure cover letter to stock exchanges
March 25, 2023 To, To, The Manager - Listing The Manager - Listing BSE Limited (“BSE”), National Stock Exchange of India Corporate Relationship Department, Limited (“NSE”), 2nd Floor, New Trading Ring, “Exchange Plaza”, 5th Floor, Plot P.J. Towers, Dalal Street, No. C/1, G Block, Bandra-Kurla Mumbai
Slide 2: Crompton and Butterfly announce merger (press release)
Crompton Greaves Consumer Electricals Ltd. (“Crompton”) and Butterfly Gandhimathi Appliances Ltd. (“Butterfly”) announce merger - Merger is expected to accelerate & smoothen the realization of synergies of the combined business - Simplification of corporate and governance structure and convergence o
Slide 3: About Crompton Greaves Consumer Electricals and Butterfly
About Crompton Greaves Consumer Electricals Limited With a brand legacy of 80+ years, Crompton is India's market leader in the category of fans and residential pumps. Over the years, the organization has continuously strived to produce a range of innovative products that cater to the modern consumer
Slide 4: Investor Presentation on Proposed Merger
Investor Presentation On Proposed Merger March 2023 1
Slide 5: Disclaimer
Disclaimer This presentation has been prepared by Crompton Greaves Consumer Electricals Ltd. (“Crompton”) and Butterfly Gandhimathi Appliances Ltd. (“Butterfly”) for information purposes only in relation to a potential arrangement between Crompton and Butterfly pursuant to the scheme of amalgamation
Slide 6: Index
1 Company Profile 2 Overview of the Proposed Merger Index 3 Key Indicative Activities and Timelines 4 Advisors
Slide 7: Index: Company Profile
1 Company Profile 2 Overview of the Proposed Merger Index 3 Key Indicative Activities and Timelines 4 Advisors
Slide 8: Crompton Overview
Crompton Overview Crompton is the #1 electrical consumer durables company with an 80+ year old brand and a pan-India footprint Fans Lighting Pumps Appliances Top 3 in water heater Leadership #1 in Fans #3 in Lighting #1 in Residential Pumps Top 4 in Air coolers 12% (Water Heater) Market Share 27% 8%
Slide 9: Butterfly Overview
Butterfly Overview Butterfly is a leading kitchen appliances player with a strong foothold in South India Mixer Grinder Gas Stoves Pressure Cooker Others1 Market Share ~11% ~8% ~5% ~2% 45+ year old brand Top 3 No 1 500+ | 25,000+ E-Commerce In-house Capability Well reputed brand with In core categor
Slide 10: Index: Overview of the Proposed Merger
1 Company Profile 2 Overview of the Proposed Merger Index 3 Key Indicative Activities and Timelines 4 Advisors
Slide 11: Transaction Summary
Transaction Summary Key Events & Transaction Transaction Key Approvals Indicative Overview Rationale Required Timelines ► Merger of Butterfly into ► Unlocking full potential of ► Stock Exchanges and ► Announcement of Crompton combined business SEBI Scheme: Q4 FY23 ► Stock exchange and SEBI ► Public
Slide 12: Transaction Overview
Transaction Overview Proposed Transaction Resultant Structure* Crompton public Crompton public Butterfly public shareholders shareholders shareholders ~97.0% ~3.0% 100.0% Issue of Equity Shares Butterfly public Crompton Crompton shareholders 75.0% 25.0% Merger Butterfly Transaction Overview ◼ Merger
Slide 13: Rationale for the Proposed Merger
Rationale for the Proposed Merger 1 2 3 UNLOCKING FULL POTENTIAL OF COMBINED SIMPLIFICATION OF CORPORATE ALIGNMENT OF INTEREST OF ALL BUSINESS STRUCTURE STAKEHOLDERS ◼ Various revenue and cost synergies to be ◼ Simplification of the corporate and ◼ Converge the public shareholding of realized over s
Slide 14: Unlocking Combined Business Potential
Unlocking Combined Business Potential #1 #2 #3 #4 Capabilities in existing Scale in key kitchen Strong distribution and pan- Leveraging manufacturing & appliance segments segments India presence R&D infrastructure Fans #1 Mixer #2 Grinders Pan-India South Heaters #3 Stoves & #1 Cooktops Pan-India So
Slide 15: Index: Key Indicative Activities and Timelines
1 Company Profile 2 Overview of the Proposed Merger Index 3 Key Indicative Activities and Timelines 4 Advisors
Slide 16: Key indicative activities and timelines
Key indicative activities and timelines Mar 2023 Q1FY24 Q2FY24 Q3FY24 Q4FY24 Board Approval Filing of scheme with Stock Exchanges Receipt of Stock Exchanges approval and filing with NCLT Filing with NCLT Shareholders / creditors meeting NCLT / other regulatory process NCLT Approval Receipt of NCLT o
Slide 17: Index: Advisors
1 Company Profile 2 Overview of the Proposed Merger Index 3 Key Indicative Activities and Timelines 4 Advisors
Slide 18: Transaction Advisors
Transaction Advisors Crompton Financial Advisor & Fairness Opinion Provider Butterfly Fairness Opinion Provider Legal Advisor Valuation Advisors 15
Slide 19: Thank You!
Thank You!
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