Citigroup Global Markets India Pvt. Ltd (Manager to the Buy Back) On behalf of Bosch Ltd (Target Company) has issued this Public Announcement (PA) to the equity shareholders/ Beneficial owners of Equity Shares of the Target Company, which is in continuation of & should be read in conjunction with the PA dated December 08, 2008 & Corrigendum to the PA dated December 13, 2008 (Corrigendum).
This PA is regarding completion Buy-back offer in compliance with Regulations 19(7) of the Securities & Exchange Board of India (Buy-Back of Securities) Regulations, 1998.
A. The Buyback:
1. The Target Company had announced the buy-back of its fully paid up equity shares of face value Rs 10/- each (Equity Shares) pursuant to the provisions of Section 77A, 77AA and 77B of the Companies Act, 1956 read with Securities and Exchange Board of India (Buy back of Securities) Regulations, 1998, as amended; the resolution of the Board of Directors of the Company passed at their meeting held on September 02, 2008; the special resolution passed by the shareholders of the Company through postal ballot, the results of which were declared on October 24, 2008; and upon such terms as were set out in the PA and the Corrigendum (Buy-Back).
2. The Company had announced the Buy-Back of the Equity Shares at a price not exceeding Rs. 4,500/- per Equity Share (Maximum Offer Price) payable in cash, for an aggregate amount not exceeding Rs. 6,392 Million (Maximum Offer Size) i.e. 25% of the paid up equity share capital and free reserves of the Company as on December 31, 2007. The minimum number of Equity Shares that the Company intended to Buy-Back was 355,000 Equity Shares (Minimum Offer Shares).
3. In accordance with the PA and the Corrigendum, the Buy-Back was commenced on December 15, 2008 and wag closed with effect from October 24, 2009, subject to completion of all payout formalities. No orders for the Buy-Back were placed on or after October 24, 2009.
B. Details of the Buy Back:
1. The Company has purchased an aggregate of 652,560 Equity Shares pursuant to the Buy-Back and the Company has already extinguished 652,560 Equity Shares till date.
2. The total amount invested in the Buy-Back is Rs. 2002.83 Million. Till the date of closure of the Buy-Back, the Company had utilised 31.33% of the Maximum Offer Size authorised for the Buy-Back.
3. The price at which the Equity Shares wars bought back under the Buy-Back was dependent on the price quoted on the Bombay Stock Exchange Limited (BSE) and the National Stock Exchange of India Limited (NSE). The average price at which such Equity Shares were bought back is Rs. 3069.20 per Equity Share. The highest price at which the Equity Shares were bought back was Rs. 3240.00 per Equity Share while the lowest price was Rs. 2949.99 per Equity Share.
4. The Equity Shares were bought back in the demat segment from the BSE and the NSE. As the offer for Buy-Back of the Equity Shares of the Company was from the 'Open Market through Stock Exchanges', the identity of shareholders from whom Equity Shares exceeding one percent of the total Equity Shares bought in the Buy-Back is not known.
C. Capital Structure:
The Capital structure of the Company pre and post Buy back, is as under:
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Share Capital Pre Buy-Back Post Buy-Back
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Authorised Capital Rs. 380,514,600 comprising Rs. 380,514,600 comprising
of 38,051,460 equity shares of 38,051,460 equity
of Rs 10/- each shares of Rs 10/-each
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Issued, Subscribed and Rs. 320,514,600 comprising Rs. 313,989,000 comprising
paid-up capital of 32,051,460 equity shares of 31,398,900 equity
of Rs 10/- each fully paid-up shares of Rs 10/- each
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