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Published: July 15, 2024
Updated: July 15, 2024
The board of directors of Integra Essentia Limited (BSE: 535958, NSE: ESSENTIA) have approved the scheme of amalgamation of Integra Essentia Limited (transferee company) and G G Engineering Limited (transferor company). The scheme is subject to the approval of the BSE Limited (“BSE”), National Stock Exchange of India Limited (“NSE”), Securities Exchange Board of India (SEBI), National Company Law Tribunal (“NCLT”), Shareholders and Creditors of both the Companies and other Specific Sectoral Regulator(s), if any.
G G Engineering Ltd. the Transferor Company, is in the business of superior infrastructure Infrastructural & Structural Steel, and Engineering products which are used for diverse applications in various industries, like infrastructure, construction, mega projects, modern buildings, high-rise residential and commercial projects, engineering set-ups among others. The merger will enhance and strengthen the Transferee Company’s infrastructure division, improving its operational capabilities and market competitiveness. It aims to enrich the combined product offerings and expand the customer base both locally and globally.
The proposed amalgamation is expected to create economic value for both the Transferor and Transferee companies. Shareholders of the Transferor company will benefit from reduced finance costs, improved profitability, and additional resources to fund business growth. Shareholders of the Transferee company are expected to benefit from business expansion. Shareholders of both companies are also likely to benefit from increased value created through business synergies, cost savings, reduced administrative/operating costs, and improved financial performance of the merged entity.
The amalgamation of G G Engineering Ltd. with Integra Essentia Ltd. is driven by strategic business objectives of preserving businesses of both companies, build strong foundation and achieve market competitiveness by combing the collective strength of both the companies, achieving business and operational synergies & efficiencies, improved financial stability and performance, and thereby preserving and creating long-term value for its various stakeholders.
The combined entity, on the back of its financial stability is likely to attract more opportunities for organic and inorganic growth viz., partnerships, acquisitions, and market expansion, translating into enhanced financial prospects. Further it will provide a complete solution of Life Essential items and enhance its core objectives.
The consideration in respect of such transfer be paid and satisfied by the transferee company as follows: Integra Essentia Limited (Transferee Company) shall issue and allot 48 (Forty-Eight) Equity Shares of Face Value of INR 1/- (Rupees One Each) each to Equity Shareholders of “G G Engineering Limited” (Transferor Company) for every 100 (One Hundred) Equity Share of Face Value of INR 1/- (Rupees One Each) each held by them in the Transferor Company
The said scheme of amalgamation is being finalized after obtaining due diligence and rationale by M/s Price Waterhouse & Co LLP, Chartered Accountants. Integra Essentia Ltd. (IEL) is a company engaged in business of Life Essentials i.e. Food (Agro Products), Clothing (Textiles and Garments), Infrastructure (Materials and Services for Construction and Infrastructure Development) and Energy (Materials, Products and Services for the Renewable Energy Equipment and Projects) and many more Products and Services required to sustain the modern life.
To serve the society, nation and global requirement by exploring and utilising their available resources, deliverable at minimum cost to end users, the Company is committing significant investments in Food Essentials and remains focused on establishing itself as the leading player in the foods industry. Besides food essentials and other businesses, the Company is presently emphasising supplying bulk and speciality materials and services for Infrastructure needs of the nation.
Integra Essentia Limited is a business with a substantial role to play both in creating and providing effective basic life materials and services, and on the other hand to enhance aspiring living standards, opulent lifestyle through its vide offering of Agro, Health & Nutrition, Clothing, Energy & Infrastructure, Bulk Materials and other lifestyle related products.
Marching ahead on the fast-growth track, Integra Essentia Limited recently acquired the CHATEAU INDAGE Winery, as a part of its long-term business growth strategy and to strengthen its presence in entire supply chain spectrum of consumable goods. With the rise in disposable incomes, rapid urbanization, access to reasonably priced domestic wines, the perceived health benefits of consuming low alcohol beverages, and changing consumer attitudes have led to a significant increase in wine consumption. The company is promoted and managed by a core team of experts of diverse experience relevant to the company businesses.
August 15, 2024 - First Issue
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