REG - Tata Steel Limited - Acquisition of equity stake in T Steel Holdings
25/02/2025 17:15
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RNS Number : 4309Y Tata Steel Limited 25 February 2025
February 25, 2025
London Stock Exchange
London
Dear Madam, Sirs,
Sub: Acquisition of equity stake in T Steel Holdings Pte. Ltd.
Tata Steel Limited ('Company') has today i.e., on February 25, 2025, acquired
788,53,50,318 ordinary equity shares of face value USD 0.157 each aggregating
to USD 1,238 million (₹10,726.85 crore*) in T Steel Holdings Pte. Ltd.
('TSHP'). The relevant details of the investments are enclosed in Annexure.
Post this acquisition, TSHP will continue to be a wholly owned subsidiary of
the Company.
This disclosure is being made in compliance with Regulation 30 read with Para
A of Part A of Schedule III, Regulation 51 and other applicable provisions of
the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015, as amended.
*USD to INR exchange rate has been taken as ₹86.6466 as published by Reserve
Bank of India on
February 21, 2025.
Annexure
SN Particulars Details
1. Name of the target entity, details in brief such as size, turnover etc. T Steel Holdings Pte. Ltd. ('TSHP') is a wholly owned subsidiary of Tata Steel
Limited, incorporated in Singapore on July 5, 2006. The primary business of
TSHP includes holding of equity shares of indirect overseas subsidiaries of
Tata Steel Limited and other entities, excluding banks.
Tata Steel Limited routes its investment into overseas businesses through
TSHP.
The total income, PAT and Net worth of TSHP as per the previous three years
audited financial statements is:
₹ crore
Particulars FY 2024 FY 2023 FY2022
Total Income 640.37 1,089.60 785.95
PAT (10,289.09) (4,366.70) (0.20)
Net worth 44,006.70 19,699.87 22,162.53
2. Whether the acquisition would fall within related party
transaction(s) and whether the promoter/ promoter group/ group companies have
any interest in the entity being acquired? If yes, Yes.
nature of interest and details thereof and whether the same is done at "arm's
length"
TSHP is a wholly owned subsidiary of Tata Steel Limited. Post this
acquisition, TSHP will continue to be a wholly owned subsidiary of Tata Steel
Limited.
The present fund infusion will be used by TSHP to repay external debt at
offshore entities and to support the restructuring at Tata Steel UK Limited,
wholly owned subsidiary of Tata Steel Limited.
The transaction was carried out in compliance with all applicable laws.
3. Industry to which the entity being acquired belongs Investment Holding Company.
4. Objects and impact of acquisition (including but not limited to, disclosure
of reasons for
acquisition of target entity, if its business is outside the main line of Tata Steel Limited has today i.e., on February 25, 2025, acquired
business of the listed entity) 788,53,50,318 ordinary equity shares of face value USD 0.157 each aggregating
to USD 1,238 million (₹10,726.85 crore) in TSHP.
The funds will be utilised towards repayment of external debt in Tata Steel's
offshore subsidiaries and to support the restructuring in Tata Steel UK
Limited, wholly owned subsidiary of Tata Steel Limited.
Tata Steel Limited will continue to hold 100% equity shareholding in TSHP.
5. Brief details of any governmental or regulatory approvals required for
the
acquisition As per Foreign Exchange Management (Overseas Investment) Directions, 2022
dated August 22, 2022, Tata Steel Limited has obtained RBI's approval since
the financial commitment is above USD 1 billion limit for FY 2024-25 allowed
under automatic route.
6. Indicative time period for completion of the acquisition
Tata Steel Limited has today i.e., on February 25, 2025, acquired
788,53,50,318 ordinary equity shares of face value USD 0.157 each aggregating
to USD 1,238 million (₹10,726.85 crore) in TSHP.
7. Consideration - whether cash consideration or share swap or any Infusion in TSHP was against cash consideration.
other form and details of the same
8. Cost of acquisition and/or the price at which the shares are acquired
Subscription to equity: Tata Steel Limited acquired 788,53,50,318 ordinary
equity shares of face value USD 0.157 each aggregating to USD 1,238
million (₹10,726.85 crore) in TSHP.
9. Percentage of shareholding/ control acquired and/or number of shares
acquired
Tata Steel Limited holds 100% equity shareholding in TSHP. Post the
transaction, Tata Steel Limited will continue to hold 100% of equity
shareholding in TSHP.
10. Brief background about the entity acquired in terms of products/line of Provided in Point 1 of this table.
business acquired, date of incorporation, history of last 3 years turnover,
country in which the acquired entity has presence and any other significant
information (in brief)
2.
Whether the acquisition would fall within related party
transaction(s) and whether the promoter/ promoter group/ group companies have
any interest in the entity being acquired? If yes,
nature of interest and details thereof and whether the same is done at "arm's
length"
Yes.
TSHP is a wholly owned subsidiary of Tata Steel Limited. Post this
acquisition, TSHP will continue to be a wholly owned subsidiary of Tata Steel
Limited.
The present fund infusion will be used by TSHP to repay external debt at
offshore entities and to support the restructuring at Tata Steel UK Limited,
wholly owned subsidiary of Tata Steel Limited.
The transaction was carried out in compliance with all applicable laws.
3.
Industry to which the entity being acquired belongs
Investment Holding Company.
4.
Objects and impact of acquisition (including but not limited to, disclosure
of reasons for
acquisition of target entity, if its business is outside the main line of
business of the listed entity)
Tata Steel Limited has today i.e., on February 25, 2025, acquired
788,53,50,318 ordinary equity shares of face value USD 0.157 each aggregating
to USD 1,238 million (₹10,726.85 crore) in TSHP.
The funds will be utilised towards repayment of external debt in Tata Steel's
offshore subsidiaries and to support the restructuring in Tata Steel UK
Limited, wholly owned subsidiary of Tata Steel Limited.
Tata Steel Limited will continue to hold 100% equity shareholding in TSHP.
5.
Brief details of any governmental or regulatory approvals required for
the
acquisition
As per Foreign Exchange Management (Overseas Investment) Directions, 2022
dated August 22, 2022, Tata Steel Limited has obtained RBI's approval since
the financial commitment is above USD 1 billion limit for FY 2024-25 allowed
under automatic route.
6.
Indicative time period for completion of the acquisition
Tata Steel Limited has today i.e., on February 25, 2025, acquired
788,53,50,318 ordinary equity shares of face value USD 0.157 each aggregating
to USD 1,238 million (₹10,726.85 crore) in TSHP.
7.
Consideration - whether cash consideration or share swap or any
other form and details of the same
Infusion in TSHP was against cash consideration.
8.
Cost of acquisition and/or the price at which the shares are acquired
Subscription to equity: Tata Steel Limited acquired 788,53,50,318 ordinary
equity shares of face value USD 0.157 each aggregating to USD 1,238
million (₹10,726.85 crore) in TSHP.
9.
Percentage of shareholding/ control acquired and/or number of shares
acquired
Tata Steel Limited holds 100% equity shareholding in TSHP. Post the
transaction, Tata Steel Limited will continue to hold 100% of equity
shareholding in TSHP.
10.
Brief background about the entity acquired in terms of products/line of
business acquired, date of incorporation, history of last 3 years turnover,
country in which the acquired entity has presence and any other significant
information (in brief)
Provided in Point 1 of this table.
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