Ashoka Buildcon Limited
To To
The Manager The Manager
The Department of Corporate Services The Listing Department
BSE Limited National Stock Exchange of India Limited
Floor 25, P. J. Towers, Exchange Plaza, Bandra Kurla Complex,
Dalal Street, Mumbai – 400 001 Bandra (East), Mumbai – 400 051
Scrip Code: Equity: 533271 Scrip Symbol: ASHOKA
Debt Code (CP): 727783
October 30, 2024
Sub: Intimation regarding sale/disposal of stake in Subsidiaries of Ashoka Concessions Limited
under Regulation 30 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015
This is to inform you that Ashoka Concessions Limited (“ACL”), a material subsidiary of Ashoka
Buildcon Limited (“the Company”), has entered into share purchase agreements and other
transaction documents (“Transaction Documents”) with Indian Highway Concessions Trust (acting
through its investment manager) inter alia for sale of the entire share capital (which will also include
repayment of any shareholder loans) held in its following subsidiaries.
1) Ashoka Highways (Bhandara) Limited;
2) Ashoka Highways (Durg) Limited;
3) Ashoka Belgaum Dharwad Tollway Limited;
4) Ashoka Sambalpur Baragarh Tollway Limited; and
5) Ashoka Dhankuni Kharagpur Tollway Limited.
collectively, the “SPVs”
at an aggregate consideration of up to INR 2,539 Crore (Indian Rupees Two Thousand Five Hundred
Thirty Nine Crore only), subject to adjustments for cash and debt like items and other adjustments
as agreed under the respective Transaction Documents.
The completion of the above transactions is subject to completion of certain conditions precedent
including approval of the Lenders of the respective subsidiaries (“Lenders”), National Highways
Authority of India. (“NHAI”) and the Competition Commission of India (“CCI”).
The details required pursuant to Master Circular SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated July 11,
2023 and SEBI circular SEBI/HO/CFD/CFDPoD-1/P/CIR/2023/123 dated July 13, 2023 are given in
Annexure I.
This is for your kind information.
Yours sincerely,
For Ashoka Buildcon Limited
Manoj Digitally signed by
Manoj Achyut Kulkarni
Achyut Date: 2024.10.30
Kulkarni 22:17:34 +05'30'
(Manoj A. Kulkarni)
Company Secretary
ICSI Membership No.: FCS – 7377
Address: 3, Dattakrupa Apt., Kathe Galli, Dwarka, Nasik – 422 011
Regd. Office: S. No. 861, Ashoka House, Ashoka Marg, Vadala, Nasik – 422 011, Maharashtra, India
Tel. + 91 253 6633705 Fax +91 253 2236704 www.ashokabuildcon.com
CIN: L45200MH1993PLC071970
Ashoka Buildcon Limited
Annexure I
Information to be submitted to the Exchanges as per Regulation 30 of SEBI LODR read with Master
Circular SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated July 11, 2023 and the circular no.
SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023 as follows.
Sr. Particulars Details
No.
a. The amount and percentage of the turnover 1. Ashoka Highways (Bhandara) Limited
or revenue or income and net worth Turnover Rs.115.29 Crore (1.18%) and
contributed by such unit or division of the Net worth (Rs.60.14 Crore)
listed entity during the last financial year. 2. Ashoka Highways (Durg) Limited; Turnover
Rs.134.41 Crore (1.37%) and
Net worth Rs.49.22 Crore
3. Ashoka Belgaum Dharwad Tollway Limited;
Turnover Rs.137.87 Crore (1.41%) and
Net worth (Rs.356.87 Crore)
4. Ashoka Sambalpur Baragarh Tollway Limited
Turnover Rs.119.37 Crore (1.22%) and
Net worth Rs.262.93 Crore
5. Ashoka Dhankuni Kharagpur Tollway Limited
Turnover Rs.515.37 Crore (5.26%) and
Net worth (Rs.896.61 Crore)
b. Date on which the agreement for sale has October 30, 2024
been entered into
c. The expected date of completion of On or before 31st March 2025, subject to completion of
sale/disposal certain conditions precedent as per the respective
Transaction Documents, including receipt of necessary
approval / consents from (i) concerned Lenders of the
respective SPVs (ii) NHAI and (iii) CCI.
d. Consideration received from such Aggregate consideration of INR 2,539 Crore (Indian
sale/disposal Rupees Two Thousand Five Hundred Thirty Nine Crore
only) for sale of the entire share capital (which will also
include repayment of any shareholder loans) held by ACL
in the SPVs and at an aggregate enterprise value of up
to INR 5,718 Crore (Indian Rupees Five Thousand Seven
Hundred Eighteen Crore only) subject to adjustments
for cash and debt like items & other adjustments and
upon completion of certain conditions & events as
agreed under the respective Transaction Documents in
one or more tranches.
Regd. Office: S. No. 861, Ashoka House, Ashoka Marg, Vadala, Nasik – 422 011, Maharashtra, India
Tel. + 91 253 6633705 Fax +91 253 2236704 www.ashokabuildcon.com
CIN: L45200MH1993PLC071970
Ashoka Buildcon Limited
e. Brief details of buyers and whether any of the Indian Highway Concessions Trust, an infrastructure
buyers belong to the promoter/ promoter investment trust registered with SEBI.
group/group companies. If yes, details
thereof The buyer does not belong to the promoter/ promoter
group/group companies of the Company.
f. Whether the transaction would fall within The transactions are not Related Party Transactions.
related party transactions? If yes, whether
the same is done at “arm’s length”
g. whether the sale, lease or disposal of the Not Applicable
undertaking is outside Scheme of
Arrangement? If yes, details of the same
including compliance with regulation 37A of
LODR Regulations.
h. Additionally, in case of a slump sale, Not Applicable
indicative disclosures provided for
amalgamation/merger, shall be disclosed by
the listed entity with respect to such slump
sale.
Regd. Office: S. No. 861, Ashoka House, Ashoka Marg, Vadala, Nasik – 422 011, Maharashtra, India
Tel. + 91 253 6633705 Fax +91 253 2236704 www.ashokabuildcon.com
CIN: L45200MH1993PLC071970