Preferential Issue Details - Item No. 1 (Cash Consideration)

The Company proposes preferential issue of equity shares for cash consideration to fund acquisition of controlling stake in GScale Energy Private Limited:

  • Total Proceeds: ₹53,61,35,062.50 earmarked exclusively for GScale Energy acquisition
  • Utilization Timeline: Entire proceeds to be utilized within 24 months from receipt
  • Allottees:
  • AGI Group Holdings Inc. (Non-Promoter): 22,77,100 shares (1.12% post-issue)
  • Monoflus Pte. Ltd. (Non-Promoter): 1,62,650 shares (increasing holding from 3.58% to 3.62%)
  • Total Shares for Cash: 24,39,750 equity shares
  • Pricing: Disclosed as per SEBI ICDR Regulations but specific price not mentioned in corrigendum

Preferential Issue Details - Item No. 2 (Non-Cash Consideration/Share Swap)

The Company proposes share swap arrangement with Truplusco India LLP:

  • Shares to Issue: 22,18,431 equity shares to Truplusco India LLP at ₹293 per share
  • Total Issue Value: ₹65,00,00,283
  • Acquisition: 26,257 equity shares of GScale Infinity Private Limited from Truplusco at ₹24,755 per share
  • Total Acquisition Value: ₹64,99,92,035
  • Consideration Difference: ₹8,248 (due to rounding) to be paid by Truplusco via banking channels
  • Post-issue Holding: Truplusco will hold 1.08% of diluted capital

Shareholding Pattern Impact

Pre-issue Capital Structure (fully diluted including 6,00,000 ESOPs):

  • Total Shares: 20,00,91,662
  • Promoter & Promoter Group: 12,06,33,078 shares (60.29%)
  • Public: 7,88,58,584 shares (39.41%)
  • ESOPs: 6,00,000 shares (0.30%)

Post-issue Capital Structure (Item 1 + Item 2 + ESOPs):

  • Total Shares: 20,47,49,843
  • Promoter & Promoter Group: 12,06,33,078 shares (58.92%) - dilution of 1.37%
  • Public: 8,35,16,765 shares (40.79%)
  • ESOPs: 6,00,000 shares (0.28%)
  • Foreign Companies: Increase from 11.87% to 12.93% post-issue

Additional Compliance Updates

  • Updated Compliance Certificate obtained from Practicing Company Secretary M/s. RPR & Associates
  • Updated Valuation Report for Standard Engineering Technology Limited incorporating:
  • Review of capital structure as on relevant date
  • Review of pricing calculations under Market Approach
  • Review of details under PECV Method
  • Updated Valuation Report for GScale Energy Private Limited incorporating:
  • Consideration of all valuation approaches including Income Approach
  • Review of rationale for revenue projection fluctuations

Document Availability

Corrigendum and supporting documents uploaded on:

  • Company website: https://www.standardengtech.com/corrigendumofEGMnotice
  • BSE website: www.bseindia.com
  • NSE website: www.nseindia.com