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Counter Offer bidding window of Shreyas Shipping delisting at Rs. 400 per share to close on 17th October 2023

As part of the delisting process, the counter offer bidding period for public shareholders of Shreyas Shipping & Logistics Ltd. (“SSL”) to bid their shares at Rs. 400.00 per share, will close on 17thOctober 2023.

NovaaOne Capital Pvt. Ltd., a SEBI-registered Merchant Banker, is acting as the Manager to the Offer to Transworld Holdings Limited on the delisting process.

The share price of SSL was Rs. 262.00 on May 19, 2023 (pre-delisting announcement), so the counter offer price is at 52.7% premium to pre-announcement share price. The 60-days volume weighted average price; i.e., floor price as per SEBI Delisting Regulations was Rs. 292.00 and hence counter offer price is at 37.0% premium to the floor price.

The counter offer price is at 6.7% premium to the 10th October(Tuesday) closing price of Rs. 374.25. The counter offer will be good opportunity for retail and small shareholders to participate and exit as counter offer price is at significant premium to pre-delisting price and current market price.

Promoter of SSL Transworld Holdings Ltd (“THL”) had announced its intention to voluntarily delist the equity shares of its Indian subsidiary, Shreyas Shipping & Logistics Ltd. (“SSL”) vide Initial Public Announcement dated 21st May 2023.

Under applicable Indian laws, SSL can be delisted by acquisition of equity shares of SSL if the same would result in post-offer shareholding of THL and its affiliates in SSL being at least 90.0% of the total equity shares. Currently, THL along with its affiliates holds 70.44% of the paid-up equity share capital of SSL.

Pursuant to reverse book building, the post offer public announcement was issued by THL on 28th September 2023 wherein THL had obtained more than 90.0% of the share capital and haddecided to make a counter offer at a price of Rs. 400.00.

Process of Tendering/Withdrawal during Counter Offer Period:

If a public shareholder had not previously tendered Equity Shares during the Reverse Book Building Process and is desirous of tendering their Equity Shares during the counter offer bid periodthen the public shareholder can place tender order for their Equity Shares through their broker during the counteroffer bid period till17th October at the counter offer price of INR 400.00.

The public shareholder who has previously tendered Equity Shares during the Reverse Book Building Process and is not desirous of withdrawing shall not take any action.

If a public shareholder has previously tendered Equity Shares during the Reverse Book Building Process and are desirous of withdrawing their Equity Shares, can make the request for withdrawal of the Bids through their respective broker through whom the original Bid was placed. The withdrawal request needs to be placed by the last date of option to withdraw the Equity Shares;i.e. 16th October 2023, by 11 am. Retendering post withdrawal is allowed till 17th October 2023.

The delisting will fail if THL and its affiliates fails to achieve 90.0% during counter offer period.

JSA Advocates & Solicitors are acting as legal advisors in connection with the Offer.

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