Gujarat Ambuja Exports announces Buy Back Offer at maximum price of Rs.38

Keynote Corporate Services Ltd (Manager to the Buyback offer) on behalf of Gujarat Ambuja Exports Ltd (Target Company) has issued this Public Announcement ("PA") to the equity shareholders/Beneficial owners of the Target Company, pursuant to the provisions of regulation 8(1) read with regulation 15 (c) and in compliance with Securities and Exchange Board of India (Buy Back of Securities) Regulations, 1998 and subsequent amendments thereto and contains disclosures as specified in Schedule II to these Regulations.

The Offer

The Target Company hereby announces the Buy Back ("Buyback") of its equity shares as approved by its Board of Directors at their meeting held on January 16, 2007, for an amount not exceeding Rs 26.25 Crores ("Offer Size") i.e. 10% of issued, subscribed and paid up equity share capital of Rs 27.86 Crores and free Reserves of Rs 234.69 Crores which aggregates to Rs 262.55 Crores based on the audited accounts as on March 31, 2006 at the maximum price not exceeding Rs 38/- ("Maximum Buy Back Price) per Equity share of Rs 2/- each from existing shareholders and beneficial owners of the shares of the Company from the open market through Stock Exchanges pursuant to articles 4 of the Articles of Association of the Company and in accordance with the provisions of Sections 77A, 77AA, 77B and other applicable provisions of the Companies Act 1956 ("the Act") and Securities and Exchange Board of India (Buy back of Securities) Regulations 1998 ("the Regulations")

The Buy Back will be effected from the Open Market through Bombay Stock Exchange (BSE) and National Stock Exchange of India Ltd (NSE) ("Stock Exchanges") using their nationwide electronic trading facilities. The Company shall not buy back its equity shares from any person through negotiated deals whether on or off the Stock Exchanges or through spot transactions or through any private arrangement in the implementation of the Buy Back.

The number of shares to be bought back would depend upon the average price paid for the shares bought back and the amount deployed in the Buyback. At the proposed Maximum Buy-Back Price of Rs 38/- per share and for an aggregate amount of Rs 26.25 crores deployed, the maximum number of shares that can be bought back would be 6,907,894 Equity Shares which would be 4.96% of the pre-buyback paid up Equity Share capital of the Company. Should the average purchase price be lower than Rs 38/- per share, number of equity shares that can be bought back would be more, assuming deployment of an aggregate amount of Rs 26.25 crores. Hence there is no specific minimum or maximum number of shares that the Company proposed to Buyback. However the maximum number of equity shares that can be bought back depends on the continuous listing requirements of the Stock Exchanges.

The Maximum buy back price has been arrived at on the basis of market perception and valuation report dated January 13, 2007 obtained from statutory auditors M/s Kantilal Patel & Co. Chartered Accountants, Ahmedabad.

Schedule of Activities

Date of Opening of Buy Back: April 16, 2007

Acceptance of Shares: Within 15 days of the relevant payout dates of the stock exchanges

Extinguishment of shares: Within 15 days of acceptance as above

Last Date for the Buyback: January 15, 2008 or when Target Company has completed Buyback to the extent of Rs 26.25 Crores under the Buy Back or such other date as may be determined by Target Company at anytime even if the maximum limit of Buy Back of Shares has not been reached (by giving appropriate notice for such earlier date if any ) whichever is earlier.

Source : Equity Bulls

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