Astral : Acquisition

AX ASTRAL

29" April, 2022

BSE Limited

Phiroze Jeejeebhoy Towers Dalal Street

Mumbai - 400 0071.

Scrip Code: 532830

Dear Sir/Madam

National Stock Exchange of India Limited Exchange Plaza, C-1, Block G

Bandra Kurla Complex, Bandra (East) Mumbai - 400 051.

Trading Symbol: ASTRAL

Sub : Outcome of Board Meeting / Acquisition

We are pleased to inform that as a part of Company's

portfolio under building (hereinafter referred as

material	Board	of	Directors
"Astral")	held	today	approved

segment, the in their meeting

strategy to expand its product of the Company to acquire 51%

controlling equity stake in Operating Paint Business of Gem Paints Private Limited. Accordingly, Astral has today entered into definitive agreements with Gem Paints

Private Limited and its shareholders.

Astral shall initially invest Rs. 194 Crores in Gem Paints Private Limited by subscribing

to Optionally Convertible Debentures equivalent to value of 51% equity stake

Operating Paint business of Gem Paints. The Operating Paint Business of

the redemption of OCDs. The name of Esha Paints Private Limited changed to Gem Paints Private Limited under the demerger scheme.

of

Gem Paints

Private Limited is proposed to be demerged to a wholly owned subsidiary of Gem Paints Private Limited viz. Esha Paints Private Limited. Upon the completion of demerger, Astral will acquire 51% equity shares of Esha Paints Private Limited against

is proposed to be

The balance 49% equity stake will be acquired by Astral over a period of 5 years in tranches as per the Share Purchase Agreement entered between the parties.

We enclose herewith;

• 1. The

  disclosure

  u/r

  30

  of

  SEBI

  Requirements) Regulations 2015

• 2. Press Release

Kindly take the same on records.

Thanking you

Yours faithfully

For Astral Limited

XA Lox

Krunal Bhatt Company Secretary

Astral Limited

(Formerly known as Astral Poly

Registered & Corporate P: [phone] |

(Listing

Obligations

and

Disclosure

Technik
Office:	207/1,	House',
F:+9179	6621

'Astral

Limited)

B/h Rajpath

2121 | W: astralpipes.com

.
Club,	India.
|	CIN:

off S. G. Highway, Ahmedabad - 380059, Gujarat, L25200GJ1996PLC029134

AX ASTRAL

The details as required under SEBI (Listing Obligations and Disclosure Requirements)

Regulations,

2015

read

with

SEBI

9t" September, 2015 are given as under:-

Circular

No.

CIR/CFD/CMD/4/2015

Name of the target entity, details in brief Gem Paints Private

such as size, turnover etc.

engaged

manufacturing

types

products

industrial paints and as dealers in all types of chemicals, essences, enamels, polishes, distempers, colours etc.

Whether the acquisition would fall within No 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

thereofand

whether

same is done at "arm's length"

into

of paints,

related

the

Industry	Paint	(Building
acquired	belongs	~
Objects	and	effects	To	expand

to

which

the

entity

being

of

acquisition

(including but not limited to, disclosure of

Company

reasons for acquisition of target entity, if segment. its business is outside the main line of business of the listed entity)

dated

Limited is a company

the

business

of

and

supply	of	various
varnishes,	coatings,
décor,

to

Material)

home

the

product

line of the

under

building

material

Brief details of any governmental

or Not applicable

regulatory acquisition

approvals

required

for the

Indicative time period for completion of The acquisition of 51% equity stake in

the acquisition

Nature of consideration - whether cash consideration or share swap and details of the same

the Operating Paint Business of Gem Paints Private Limited is expected upon completed upon completion of demerger i.e by 318t March, 2023 (tentative).

Cash consideration

Cost of acquisition or the price at which Rs. 194 Crores

the shares are acquired

E,

Registered & Corporate P: [phone] | F:

Operating Paint Business of Gem Paints

to

for 51% equity stake of

be

acquired

post

demerger

of

Operating Paint Business of Gem Paints

Private Limited.

yknown-as Astral Paly Techn ik Limited)

Office:	207/1,	Club,
+9179	6621	CIN:

'Astral House', B/h Rajpath 2121 | W: astralpipes.com |

off S. G. Highway, Anmedabad - 380059, L25200GJ1996PLC029134

JAX ASTRAL

percentage acquired acquired:

brief

of shareholding and / or number

background

/ control of shares

Pursuant	Optionally	Convertible
Debenture	Subscription	Agreement,

to

Astral	control	of	Gem
Paints	by	way	of
on	the

Private

shall acquire Board

Limited

appointing

majority

directors

Board of Gems Paints Private Limited. Accordingly, Gem Paints shall become subsidiary of Astral upon completion of certain pre-closing conditions.

Upon

completion

of

Operating Paint Business of Gem Paints, Astral shall acquire 51% equity stake of Resulting Company (Esha Paints Private Limited).

about

theentity

Gem

paints

Private

acquired in terms of products/line of originally incorporated on

in

business acquired, date of incorporation, history of last 3 years turnover, country manufacture and supply of acquired

which

presence information (in brief);s

demerger

of

Limited

was

24th January,

the and any other significant related to home décor, industrial paints and as dealers in all types of chemicals,

1980. Gem Paints is into the business of various types

entity has of paints, varnishes, coatings, products

essences,enamels,

distempers, colours etc.

polishes,

Last 3 years turnover of Operating Paint

Business of Gem Paints:

• 2021-22 : Rs.

  215 Crores (provisional)

• 2020-21 'Rs. 201 Crores

• 2019-20 : Rs.

183 Crores

Astral Limited (Formerly known as Astral Poly Technik Limited)

.

.

Registered & Corporate Office: 207/1,

'Astral House', B/h Rajpath Club, off S. G. Highway, Ahmedabad - 380059, Gujarat, India.

P: [phone] | F:+9179

6621 2121 | W:astralpipes.com | CIN: L25200GJ1996PLC029134

= gem

Date: April 29, 2022

A. ASTRAL

ASTRAL ENTERS INTO DEFINITIVE AGREEMENTS TO ACQUIRE 51% CONTROLLING STAKE OF GEM PAINTS OPERATING BUSINESS FOR RS. 194 Cr.

We are pleased to inform that as part of Company's strategy to expand its product portfolio under building material segment and strengthen our brand ASTRAL and its Dealer's & Distributors Network, the Board of Directors of ASTRAL has today entered into definitive agreements for acquiring controlling 51% equity stake in operating business of GEM PAINTS PRIVATE LIMITED.

GEM PAINTS was founded in 1980, and has been manufacturing high performance Industrial and Decorative coatings in South India. The company has been consistently performing well, with more than 3000+ dealers and 10 Depots spread across all the states of South India.

GEM

PAINTS enjoy its competitive edge which is derived from its resin manufacturing

capabilities and in-house R&D division. The product quality has always been at the spearhead of the company's policy since its inception.

GEM PAINTS has wide range of diverse portfolio of 28+ brands and 100+SKUs spanning across various price points.

GEM

PAINTS has spread out by recently setting up a state of art plant at Nelamangala

(Karnataka) admeasuring 160,000 Sq. Ft. and has an Annual Capacity of 36,000 K.L. (Post Expansion of Phase II - 60,000 K.L.)

GEM

PAINTS adhere to its highest quality standards

regulations around lead content and VOC.

FINANCIAL HIGHLIGHTS:

Particulars 2019-20

SALES 1829

Adj.EBIDTA 287

CPUCpro

with compliance

to all required

(Rs. In Millions)

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(SILENCIC)

pRAINMASTER

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(Provisional)
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A. ASTRAL

On this acquisition Mr. Sandeep Engineer - MD of ASTRAL LTD, Quote that "The acquisition

of GEM PAINTS will be a good addition of product portfolio in Astral confident that this will take Astral's Brand value to among Builders, Architects, Consultants, Dealers product synergy within the network."

Product
new	heights and	build
and	Distributors

Basket and | am more confidence of the company due to

On this acquisition Mr. Anand Gandotra - Founder & MD hands with the brand ASTRAL is a new chapter & a

of	"Joining
step	in	for	the	growth
that	take	the	future

of GEM PAINTS

in all aspects. | have complete faith

of GEM PAINTS to be

ABOUT ASTRAL

ASTRAL is a pioneer

India	plumbing	and	CPVC, PVC
CPVC	India	innovative

piping in

GEM PAINTS Quote that the right direction this association will

drainage systems in to introducing many of pipes and fittings development. Astral

a
of	in	India.
and	DWC

PAN INDIA brand and envisage a multifold growth."

manufacturing CPVC piping

The company manufactures pro- category. Right from introducing piping solutions, Astral Pipes today offers

the	widest range	for
for	infrastructure	is

various applications including specialized products one of the Leading Player in Adhesive & Sealant

Products in India and abroad. Astral entered the

based Seal It Services Ltd manufactures a diversified

Adhesives	category
and	Limited	(Kanpur,	Adhesives
range	aids.

in 2014 by acquiring UK- India). Astral

Resinova Chemieof adhesives, sealants, putties, and construction

Recently company has entered into Plastic Water Storage Tank and Planning to enter shortly in Sanitary ware & Faucet Business. Today, Astral is one of the fastest-growing companies in the category of building materials and has been a distinguished brand. Astral deploys best-in-

globe technologies and fulfils mileage to India's developing

the	of	adds	extra
real	with	quality	and

emerging needs estate fraternity

millions of households and the hallmark of unbeaten

innovative building materials solutions. Astral has 11 Production Facilities in India and 3 overseas.

Details
Mr.	Hiranand	Savlani
Chief	Financial	Officer

Media Contact

[e-mail]

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