REG - Housing Dev Fin Corp - Sale of stake in two wholly-owned subsidiaries

Housing Development FinanceAnnouncement

23/05/2023 07:00

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20230523:nRSW3239Aa&default-theme=true

RNS Number : 3239A  Housing Development Fin. Corp. Ltd.  23 May 2023

Ref. No.: SE/2023-24/70

 

May 22, 2023

 

BSE
Limited
National Stock Exchange of India Limited

P. J.
Towers
Exchange Plaza, Plot No. C/1, G Block

Dalal
Street
Bandra-Kurla Complex

Mumbai 400
001
Bandra (East), Mumbai 400 051

 

Kind Attn: Sr. General Manager                      Kind Attn: Head - Listing
  DCS - Listing Department

 

Dear Sirs,

 

Sub:     Intimation under Regulation 30 of the Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015 - (i) sale of the entire stake held by the Corporation in two of its
wholly-owned subsidiaries. Viz. HDFC Property Ventures Limited ("HPVL") and
HDFC Venture Capital Limited ("HVCL"); and (ii) withdrawal of the Scheme of
Amalgamation for the amalgamation of HPVL and HVCL with and into HDFC Capital
Advisors Limited ("HCAL"), a subsidiary of the Corporation

 

We wish to inform you that the Corporation today i.e. on May 22, 2023 entered
into a Share Purchase Agreements for sale of entire stake held by it in two of
its wholly owned subsidiaries viz. HPVL and HVCL to Vividh Distributors
Private Limited and its six nominees, for a consideration amount of Rs. 1.20
crore and Rs. 0.30 crore respectively (collectively, the "Sale Transaction").

 

Further, we wish to draw your reference to the intimations made by the
Corporation to stock exchanges on August 25, 2022 and August 31, 2022 wherein
we had informed about the proposed amalgamation of HPVL and HVCL with and into
HCAL and filing of an application containing a Scheme of Amalgamation in
relation to the same, with the National Company Law Tribunal, Mumbai Bench
("NCLT").

 

In connection with the above, we further inform you that the Boards of
Directors of HPVL, HVCL and HCAL at their respective meetings held today i.e.
on May 22, 2023, have decided to withdraw the said Scheme of Amalgamation for
the amalgamation of HPVL and HVCL with and into HCAL and make necessary
application in this regard, to NCLT.

 

The details required to be disclosed under Regulation 30 of the Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 in relation to the Sale Transaction, are as below:

 Particulars                                                                     Details
 The amount and percentage of the turnover or revenue or income and net worth    HDFC Property Ventures Limited (HPVL)                                          HDFC Venture Capital Limited (HVCL)
 contributed by such unit or division of the listed entity during the last

 financial year                                                                  Total revenue of HPVL during FY 22-23: Rs. 68.87 crore                         Total revenue of HVCL during FY 22-23: Rs. 4.78 crore

                                                                                 Net-worth of HPVL as on March 31, 2023: Rs. 21.66 crore*                       Net-worth of HVCL as on March 31, 2023: Rs. 0.46 crore
 Date on which the agreement for sale has been entered into                      May 22, 2023
 The expected date of completion of sale/ disposal                               June 30, 2023 or effective date of the amalgamation of the Corporation with
                                                                                 and into HDFC Bank Limited, whichever is earlier.
 Consideration received from such sale/disposal                                  10,00,000 equity shares would be sold for a consideration of Rs. 12 per share  5,00,000 equity shares would be sold for a consideration of Rs. 6 per share
                                                                                 aggregating to Rs. 1,20,00,000/-                                               aggregating to Rs. 30,00,000/-
 Brief details of buyers and whether any of the buyers belong to the promoter/   Vividh Distributors Private Limited and its six nominees would be purchasing
 promoter group/group companies. If yes, details thereof                         the shares of HPVL and HVCL from the Corporation. Vividh Distributors Private
                                                                                 Limited was incorporated in the year 1989 and is engaged in the business of
                                                                                 distribution of pharmaceutical products.

                                                                                 Vividh Distributors Private Limited does not belong to the promoter/ promoter
                                                                                 group/ group companies and is not even a related party of the Corporation.
 Whether the transaction would fall within related party transactions?  If       The Sale Transaction is not a related party transaction for the Corporation.
 yes, whether the same is done at "arms length"                                  The sale is made on an "arms' length basis" since the consideration value is
                                                                                 based on independent valuation reports.

 Additionally, in case of a slump sale, indicative disclosures provided for      Not applicable
 amalgamation/ merger, shall be disclosed by the listed entity with respect to
 such slump sale

* Subsequent to the last financial year end, the Company declared dividend
aggregating

Rs. 10.25 crore which was paid in May 2023.

 

Kindly note that post consummation of the proposed Sale Transaction, HPVL and
HVCL would cease to be subsidiaries of the Corporation.

 

You are requested to take note of the above and arrange to bring this to the
notice of all concerned.

 

Thank you,

 

Yours faithfully,

For Housing Development Finance Corporation Ltd.

 

 

 

Ajay Agarwal

Company Secretary

 

cc: London Stock Exchange,

10, Paternoster Square, London, EC4M 7LS

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  DISGSGDUUUDDGXX