April 2, 2020 (MLN): The Board of Directors of Tata Textile Mills Limited (the “Company”), in a meeting, held on April 01, 2020 approved the draft Scheme of Arrangement, as per the scheme, Island Textile Mills Limited, Saifi Textile Mills Limited, and Tata Energy Limited will be merged with and into the Tata Textile Mills.
According to the notification, the draft of the Scheme is subject to obtaining all necessary shareholders', creditors' and regulatory approvals, and the sanction of the Scheme by the High Court of Sindh along with the fulfilment of related legal formalities.
In terms of the Scheme, inter alia;
(i) Island Textile Mills Limited (“Island”) shall be merged with and into the Company, against which 15,100,000 shares of the Company shall be issued to the shareholders of Island based on a swap ratio of 30.2, shares of the Company for every 1 share of Island;
(ii) Salfi Textile Mills Limited (“Salfi”) shall be merged with and into the Company, against which 17,381,364 shares of the Company shall be issued to the shareholders of Salfi based on a swap ratio of 5.2 shares of the Company for every 1 share of Salfi;
(iii) Tata Energy Limited (“Tata Energy”) shall be merged with and into the Company, against which 6,187,500 shares of the Company shall be issued to the shareholders of Tata Energy based on a swap ratio of 6 shares of the Company for every 1 share of Tata Energy;
Furthermore, the Board approved the Draft Valuation Report, which, inter alia, contains the valuations/calculations of the swap ratios.
