Event Date: N/A
RRP S4E Innovation Private Limited will hold an Extraordinary General Meeting (EGM) on May 29, 2024, to consider a special resolution regarding the preferential issue of 70,00,000 equity shares via a swap of shares (consideration other than cash) for acquiring 100% stake in RRP Drones Innovation Private Limited.
The resolution seeks approval to issue 70,00,000 equity shares of face value Rs. 10/- each at an issue price of Rs. 250/- (including a premium of Rs. 240/-), aggregating to Rs. 1,75,00,00,000/-, to the shareholders of RRP Drones Innovation Private Limited. The share exchange ratio is 35:1, meaning 35 shares of RRP S4E Innovation Private Limited will be allotted for each share of RRP Drones Innovation Private Limited. Rajendra Kamalakant Chodankar will be allotted 56,00,000 shares, while Anay Rajendra Chodankar and Sachin Shetty will each be allotted 7,00,000 shares. The valuation of RRP Drones Innovation Private Limited is Rs. 175 Crore, based on 2,00,000 equity shares valued at Rs. 8750/- each.
The members are requested to approve the valuation report of Mr. Bhavesh M. Rathod dated May 16, 2024. The resolution also authorizes the Board to issue the shares, subject to applicable laws, at a price determined by the Board, and to record the names of the proposed allottees for issuing the invitation to subscribe to the equity shares. The Board is authorized to take necessary actions to implement the resolution, including modifying terms, executing agreements, and appointing advisors.
RRP S4E Innovation Private Limited is in the electronics and IT sector. The acquisition of RRP Drones Innovation Private Limited, which is involved in manufacturing, operations, repair, renting, and training of various types of drones, is intended to improve RRP S4E's debt-equity ratio, augment future prospects, and allow the company to expand its business.
The company's authorized capital consists of 1,25,00,000 equity shares of Rs. 10/- each (totaling Rs. 12,50,00,000/-) and 19,00,000 preference shares of Rs. 100/- each (totaling Rs. 19,00,00,000/-). The current paid-up capital consists of 65,76,436 equity shares of Rs. 10/- each and 1,81,000 preference shares of Rs. 100/- each. Post-allotment, the paid-up equity capital will be 1,35,76,436 equity shares of Rs. 10/- each.
The Board approved the fund-raising plan on May 16, 2024, and the member's resolution is scheduled for May 29, 2024. The relevant date for information is March 31, 2024. The funds raised will be used for business expansion, working capital, technology investment, and machinery purchase. The preferential issue will improve the debt-equity ratio and benefit shareholders. The minority shareholders will benefit from this allotment, and the company's accounts under the accounting standards will be consolidated post acquisition.
The promoters of both companies are the same. The capital and business acumen of RRP Drones Innovation Private Limited will provide additional capital to RRP S4E Innovation Private Limited. The goal is to concentrate business activity, reduce overhead costs, strengthen the company's net worth, explore more business opportunities, increase turnover, and improve the return on capital employed. The company will issue shares by swap basis to the shareholders of M/s. RRP Drones Innovation Private Limited and will not cash out.
The basis for the issue price of Rs. 250/- per share, including a premium of Rs. 240/-, is the valuation report by Mr. Bhavesh M. Rathod, dated 16-05-2024.
Prior to the preferential issue, the promoters held 25,68,190 shares (32.96%), while the public held 52,22,774 shares (67.04%). After the issue, promoters will hold 88,68,190 shares (59.96%) and the public will hold 59,22,774 shares (40.04%).
The allotment is proposed to be completed within 365 days from the date of the shareholders' resolution, pending any necessary approvals. The issue of equity shares will not result in a change in management control.
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