At their respective meetings held today, the Board of Directors of Rane (Madras) Limited (“RML”), Rane Brake Lining Limited (“RBL”), and Rane Engine Valve Limited (“REVL”) have endorsed the proposed reorganisation through a scheme of arrangement (“Scheme”), which involves merging RBL and REVL into RML (“Transaction”).
This merger significantly streamlines the group’s structure by consolidating listed operating companies and aligns the interests of public shareholders by merging their stakes into a single listed entity.
Upon the Scheme’s effectiveness, RBL shareholders will receive 21 fully paid-up equity shares of RML for every 20 fully paid-up equity shares of RBL held by them as of the record date. Similarly, REVL shareholders will receive 9 fully paid-up equity shares of RML for every 20 fully paid-up equity shares of REVL held by them as of the record date.
The reorganisation brings all operating business subsidiaries under one single entity. The proposed transaction will create a larger company with a combined turnover of Rs. 3,373 crore for the trailing twelve months period ended December 31, 2023 (i.e., Jan’23 to Dec’23) on a proforma basis.
The Scheme is subject to necessary regulatory and customary approvals, including approval from the stock exchanges, SEBI, the respective shareholders, and creditors of each of the companies, and NCLT (Chennai bench). Implementation of the scheme is expected to take around 9 to 12 months, subject to receipt of the requisite approvals.
