EFC (I) Limited Preferential Issue for Ultrafresh Acquisition

Key Quantitative Figures

• Number of shares to be issued: Up to 19,99,996 (Nineteen Lakh Ninety Nine Thousand Nine Hundred and Ninety Six) equity shares
• Face value per share: ₹2
• Issue price per share: ₹270
• Premium per share: ₹268
• Total issue size: ₹53,99,98,920 (Rupees Fifty Three Crore Ninety Nine Lakh Ninety Eight Thousand Nine Hundred and Twenty)

Parties Involved

Acquiring Company: EFC (I) Limited (Scrip Code: 512008, NSE Symbol: EFCIL)

Target Company: Ultrafresh (100% stake acquisition on fully diluted basis)

Sellers/Allottees:

1. TTK Prestige Limited - Non-Promoter

2. Dhruv Dinesh Trigunayat - Non-Promoter

3. Priya Trigunayat - Non-Promoter

4. D Sharma & Sons (HUF) - Non-Promoter

5. Rahul Mangilal Jain - Non-Promoter

6. Pranav Malhotra - Non-Promoter

7. Aruna Sharma - Non-Promoter

8. Nishi Sharma - Non-Promoter

9. Sonal Ravikumar Mehta - Non-Promoter

Valuation Professionals:

• Mr. Mukesh Kumar Jain, IBBI Registered Valuer (prepared valuation report and share swap valuation report)
• Rarever Financial Advisors, SEBI registered Category-I Merchant Banker (provided fairness opinion)
• Deloitte Touche Tohmatsu India LLP (conducted independent fair valuation of the company)

Purpose and Rationale

The preferential issuance is for consideration other than cash, specifically to be utilized towards discharge of consideration for acquisition of 100% stake in Ultrafresh on a fully diluted basis from the sellers.

Regulatory Framework

The issue price of ₹270 per equity share was determined in accordance with:

• Provisions of the Companies Act, 2013 and rules made thereunder
• Chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 (SEBI ICDR Regulations)

The disclosure is made under Regulation 30 of SEBI Listing Regulations read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026.

Approvals and Conditions

The preferential issue is subject to:

• Shareholder approval
• Regulatory approvals
• Other permissions, sanctions and statutory approvals as may be required

Capital Structure Impact

The issuance will result in the creation of up to 19,99,996 new equity shares. All allottees are classified as non-promoters, indicating no change in promoter holding structure.

Current Status

The board has considered and approved the issuance. The outcome of subscription and post-allotment details are marked as "Not Applicable" at this stage, indicating the transaction is pending completion of approvals and issuance process.