Increase in stakeof Tata Steel in MedicaTSHospital

a.

Name of the target entity, details in brief  such as size, turnover etc.

Medica TS Hospital Private Limited ('MTSHPL') is a joint venture company between Tata Steel Limited and Medica Hospitals Private Limited. The Company is operating and managing its 100 bed multi-specialty hospital established in Kalinganagar, Odisha to provide health care facility to the general public.

The turnover of MTSHPL for the year endedMarch 31, 2021 was ₹34.98 crore.

b.

Whether the acquisition would fall within related party transaction(s) and whether the promoter/ promoter group/ group companies have any interest in the entity being acquired? If yes, nature of interest and details thereof and whether the same is done at "arm's length"

Yes, it is a related party transaction. Pursuant to this transaction, the equity stake of TSL in MTSHPL will increase from 26% to 51%.

The transaction is being done at arm's length.

c.

Industry to  which  the  entity  being acquired belongs;

Medical and healthcare services

d.

Objects and effects of acquisition (including but not limited to, disclosure of reasons for acquisition of target entity, if its business is outside the main line of business of the listed entity);

MTSHPL is an integral part of the Kalinganagar operations of the Company in Odisha and services the employees and community in the area at large.

The equity stake of TSL in MTSHPL will increase from 26% to 51%.

e.

Brief details of any governmental or regulatory approvals required for the acquisition;

Not Applicable

f.

Indicative time period for completion of the acquisition;

On or before January 10, 2022 (subject to terms and conditions of the Transaction).

g.

Nature of consideration - whether cash consideration or share swap and details of the same;

Conversion of Optionally Convertible Debentures ('OCD') of MTSHPL into Equity Shares and Optionally Convertible Redeemable Preference Shares ('OCRPS') respectively.

h.

Cost of acquisition or the price at which the shares are acquired;

1) Conversion of 5,102 OCD into 5,10,200 Equity Shares of ₹10/- each aggregating to₹0.51 crore

2) Conversion of 4,92,298 OCD into 4,92,29,800, 0.01% OCRPS of ₹10/- each aggregating to ₹49.23 crore.

i.

Percentage of shareholding / control acquired and / or number of shares acquired;

Upon conversion of OCD, TSL will receive:

a. 5,10,200 Equity Shares of ₹10/- each, fully paid-up; and

b. 4,92,29,800 Optionally Convertible Redeemable Preference Shares of face value ₹10/- each.

Consequent to this transaction, the percentage holding of TSL in MTSHPL will increase from 26% to 51%.

j.

Brief background about the entity acquired in terms of products/line of business acquired, date of incorporation, history of last 3 years turnover, country in which the acquired entity has presence and any other significant information (in brief);

MTSHPL is a private limited Company incorporated having its Registered Office at Kalinganagar Industrial Complex, Village-Gobarghati, P.S - Kalinganagar, Tahasil - Sukinda, Jajpur-755026, Odisha.

MTSHPL is a joint venture Company between Tata Steel Limited & Medica Hospitals Private Limited. The Company is operating and managing its 100 bed multi-specialty hospital established in Kalinganagar Odisha to provide health care facility to the general public.

Date of Incorporation: August 5, 2014

The turnover of MTSHPL for last 3 years is as below:

i. FY-2018-19: ₹14.57 crore.

ii. FY-2019-20: ₹18.96 crore.

iii. FY-2020-21: ₹34.98 crore.