Please find attached intimation with respect to issue of securities on preferential basis to the shareholders of SNA Milk and Milk Products Limited and DFSU Farmer Connect Private Limited.
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The board of Desi Farms India Ltd approved two 100% acquisitions through an all-share swap valued at approximately Rs. 552.81 crore: SNA Milk and Milk Products Ltd for Rs. 305.80 crore and DFSU Farmer Connect Pvt Ltd for Rs. 247 crore. To fund this, the company will issue up to 3.21 crore equity shares, along with 37.62 lakh 3% Compulsorily Convertible Preference Shares (CCPS) and 50.66 lakh 5% Compulsorily Convertible Debentures (CCDs), all priced at Rs. 135 per share — a premium of Rs. 125 over the Rs. 10 face value. Post-allotment, promoter holding will be 46.85% and public 53.15%, while paid-up equity capital will rise to about Rs. 32 crore (Rs. 41 crore after full conversion of CCPS/CCDs). The company, currently in logistics, is pivoting into the dairy and ice-cream/agritech space, with SNA reporting Rs. 33.74 crore turnover in FY25 (up from Rs. 17.90 crore in FY23). Additionally, authorised capital was raised from Rs. 6 crore to Rs. 46 crore, and new leadership appointments include Mr. Sunil Kumar Shahi as Managing Director and Chairman and a new CFO. The deal is a related-party transaction as promoters are common between the companies.
Existing shareholders face significant dilution from the issuance of over 3.21 crore new shares, though the issue price carries a substantial premium of Rs. 125 per share. The acquisitions represent a major business pivot from logistics to dairy/agritech, bringing in revenue-generating assets (SNA's turnover grew from Rs. 17.9 Cr to Rs. 33.7 Cr in two years), but investors should weigh the related-party nature of the transaction and the long conversion timelines of the preference shares and debentures (up to 12-15 months).