Wanbury EGM on Oct 17, 2006 to approve merger

Wanbury Ltd has announced that an Extra Ordinary General Meeting of the members of the Company will be held on October 17, 2006, inter alia, to transact the following business:

1. To approve the draft Scheme of Merger of the Pharmaceutical Products of India Ltd with the Company, subject to the modifications permitted and the Scheme with modification as may be suggested be sent to the BIFR for its consideration and approval, subject to necessary provision and approval.

2. To issue and allot up to maximum of:
i. 627,287 equity shares of Rs 10/- each at par to the Equity Shareholders of The Pharmaceutical Products of India Ltd (PPIL) whose name appear on the Register of Members of PPIL on such date as may hereafter be fixed by the Board of Directors of the Company in proportion of 2 Equity Shares of the Company for every 27 equity shares of Rs 10/- each held in PPIL; and in addition to the above-mentioned equity shares, 12,54,574 warrants of the Company to the Equity Shareholders of PPIL, whose names appear on the Register of Members of PPIL on the Record Date in proportion of 4 Warrants of the Company for every 27 equity shares of Rs 10/- each held in PPIL, subject to terms & conditions.

ii. 64,668 equity shares of Rs 10/- each fully paid up at a premium of Rs 140 per share to the below mentioned Secured Creditors of PPIL as per Scheme of Arrangement approved by the Hon'ble High Court of judicature at Bombay.

ARCIL : 39,923 Equity Shares
IIBI :3,888 Equity Shares
Unit Trust of India : 16,003 Equity Shares
Bank of India : 1,382 Equity Shares
Bank of Baroda : 2,951 Equity Shares
Union Bank of India : 521 Equity Shares

iii. 58,200 Zero Coupon Optionally Fully Convertible Debentures (OFCDs) having face value of Rs 1000/- each to the below mentioned Secured Creditors of PPIL as per Scheme of Arrangement approved by the Hon'ble High Court of judicature at Bombay, on terms & conditions.

ARCIL : 35,930 Equity Shares
IIBI : 3,499 Equity Shares
UTI : 14,402 Equity Shares
BOI : 1,244 Equity Shares
BOB : 2,656 Equity Shares
UBI : 469 Equity Shares

3. To approve the draft Scheme of Merger of Doctors Organic Chemicals Ltd with the Company, subject to the modifications permitted and the Scheme with modification as may be suggested be sent to the BIFR for its consideration and approval, subject to necessary provision and approval.

4. To issue and allot up to maximum of 4,69,141 equity shares of Rs 10/- each at par to the Equity Shareholders of Doctors Organic Chemicals Ltd, whose name appear on the Register of Members of Doctors Organic Chemicals Ltd on such date as may hereafter be fixed by the Board of Directors of the Company in proportion of 1 Equity Share of the Company for every 6 equity shares of Rs 10/- each held in Doctors Organic Chemicals Ltd, subject to necessary approval and provisions.

Source : Equity Bulls

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