PVR Limited (NSEI:PVR) agreed to acquire INOX Leisure Limited (BSE:532706) from GFL Limited (NSEI:GFLLIMITED), INOX Infrastructure Limited and others for INR 66.9 billion on March 27, 2022. As per the transaction, PVR Limited will issue 3 shares for every 10 shares of INOX Leisure Limited. The transaction remains subject to applicable regulatory and other approvals. The transaction is approved by board of directors of PVR Limited and INOX Leisure Limited and is subject to approval by shareholders of INOX and PVR respectively, stock exchanges, SEBI and such other regulatory approvals as may be required. INOX Leisure has received observation letter with "no adverse observations" dated June 20, 2022 from BSE Limited and observation letter with "no objection" dated June 21, 2022 from National Stock Exchange of lndia Limited respectively in relation to the Scheme of Amalgamation. After the transaction Pavan Kumar Jain would be appointed as the Non- Executive Chairman of the board, Ajay Bijli would be appointed as the Managing Director, Sanjeev Kumar would be appointed as the Executive Director and Siddharth Jain would be appointed as Non-Executive Non-Independent Director in the combined entity. On October 12, 2022, The transaction was approved by the secured creditors and shareholders of PVR Limited and the shareholders of INOX Leisure. As per the update on November 23, 2022, NCLT has fixed December 15, 2022, for hearing, The combined entity will be named as PVR INOX Limited. As of December 16, 2022, NCLT has rebuffed the complaint of Consumer Unity and Trust Society against the merger. As of January 13, 2023, NCLT and competition commission of India has approved the merger. The transaction is expected to close by February, 2023. As of February 7, 2023. we would like to
inform that the Scheme of Amalgamation between INOX Leisure Limited and PVR Limited (“Company”) and their respective shareholders and creditors (“Scheme”) has become effective upon filing of the certified copy of the Order passed by the Hon'ble National Company Law Tribunal, Mumbai Bench ('NCLT') sanctioning the Scheme, with the Registrar of Companies on February 6, 2023 from the Appointed Date of January 1, 2023. The Board of Directors of INOX Leisure Limited, the “ILL Committee of Board of Directors for Operations” of INOX Leisure Limited in mutual agreement with the Company have fixed February 17, 2023 as the ‘Record Date' for the purpose of determining the shareholders of INOX Leisure Limited to whom equity shares of the Company would be allotted, pursuant to the Scheme.


Ernst & Young Merchant Banking Services Private Limited acted as financial advisor and fairness opinion provider, Dhruva Advisors LLP acted as accountant and Ashraya Rao, Manas Kumar Chaudhuri, Anisha Chand, Adheesh Nargolkar and Smriti Yadav of Khaitan & Co. acted as legal advisor to INOX Leisure Limited. Axis Capital Limited acted as fairness opinion provider and Raghubir Menon, Anirban Bhattacharya, Yogesh Chande, and Kanwardeep Kapany, Shweta Shroff Chopra, Manika Brar and Anirudh Das of Shardul Amarchand Mangaldas & Co acted as legal advisor to PVR Limited.