Acquisition in Nuvola Spirits Private Limited

22nd July 2026 BSE Limited The National Stock Exchange of India Limited Listing Department Exchange Plaza, C-1 Block G, Phiroze Jeejeebhoy Towers, Bandra Kurla Complex, Dalal Street, Mumbai – 400 001 Bandra East, Mumbai – 400 051 Scrip Code: 532432 Scrip Code: UNITDSPR Dear Sirs, Sub: Disclosure pursuant to Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “Listing Regulations”) Pursuant to Regulation 30 of the Listing Regulations, this is to inform you that the Board of Directors of the Company at its meeting held today has inter-alia approved investment in Nuvola Spirits Private Limited (“NSPL”) by subscribing to 17,350 Compulsory Convertible Preference Shares (“CCPS”) and 10 equity shares of NSPL aggregating to 10.08% of its issued and paid-up share capital on a fully diluted basis for an aggregate consideration of INR 2.69 crore. Details required under Regulation 30 of the Listing Regulations read with SEBI Master Circular No. SEBI/HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January 2026 are enclosed as Annexure A. The meeting commenced at 14:50 hours IST and concluded at 18:23 hours IST. Also, note that the aforesaid information will be available on our website www.diageoindia.com. This is for your information and records. Thank you, For United Spirits Limited Pragya Kaul Company Secretary and Compliance Officer Encl: as above ANNEXURE A A. Disclosures under Clause 1 of Para A, Part A of Schedule III of the Listing Regulations in relation to share subscription: # Particulars Details 1) Name of the target entity details in Nuvola Spirits Private Limited (“NSPL”) (CIN: brief such as size, turnover etc. U11011DL2023PTC418051), whose turnover and net worth as per audited financials for the year ended 31st March 2025 were INR 0.38 crore and negative INR 0.15 crore, respectively. 2) Whether the acquisition would fall Proposed investment would not fall within the within related party transaction(s) meaning of related party transaction. Further, the and whether the promoter/ promoters, promoter groups, and group companies promoter group/ group companies have no interest in NSPL. 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”. 3) Industry to which the entity being As an alcohol and non-alcohol beverage company, acquired belongs. NSPL is engaged in the business of developing, producing, marketing and selling alcohol beverages under the brand name “Mikiamo” and “Seoulmate”. 4) Objects and impact of acquisition Mikiamo and Seoulmate are craft liqueur brands. (including but not limited to, disclosure of reasons for acquisition The Company’s investment aligns with its ongoing of target entity, if its business is strategy of backing innovative founders and outside the main line of business of capitalizing on emerging consumer trends within the the listed entity). premium craft beverage segment. 5) Brief details of any governmental None. or regulatory approvals required for the acquisition. 6) Indicative time period for On or before 21st September 2026. completion of the acquisition. 7) Nature of consideration - whether Cash consideration. cash consideration or share swap and details of the same. 8) Cost of acquisition or the price at INR 2.69 crore. which the shares are acquired # Particulars Details 9) Percentage of shareholding/ control Subscribing to 17,350 Compulsory Convertible acquired and/or number of shares Preference Shares (“CCPS”) and 10 equity shares of acquired. NSPL equivalent to 10.08% of its issued and paid-up share capital on a fully diluted basis for INR 2.69 crore. Further, upon NSPL achieving certain pre-agreed milestones within a defined time period, the definitive agreements provide for an option on the part of Company to acquire remaining shares held by other shareholders at a pre-determined valuation methodology. 10) Brief background about the entity NSPL was incorporated on 2nd August 2023. Founded acquired in terms of products/line by Mr. Raghav Sachdeva and Ms. Aakriti Sachdeva to of business acquired, date of capture the growing consumer appetite for globally incorporation, history of last 3 inspired beverages, NSPL distinguishes itself across years’ turnover, country in which the alcoholic segment by crafting products using the acquired entity has presence and Italian and Korean flavour profiles. any other significant information (in brief) Its products are Soju (Korean RTD spirit) and Limoncello. Meloncello, Amara Rosso (Italian liqueurs). The value of sales made by NSPL for the last 3 years is as follows: FY 23-24: NIL FY 24-25: INR 0.38 crore FY 25-26: INR 3.50 crore (un-audited) Currently, the entire revenue of NSPL is from India. B. Disclosures under Clause 5 of Para A, Part A of Schedule III of the Listing Regulations in relation to Share Subscription and Shareholder Agreement (“SSHA”): # Particulars Details 1) Name(s) of parties with whom the The SSHA dated 22nd July 2026 was entered into inter- agreement is entered alia between the Company, NSPL and Mr. Raghav Sachdeva and Ms. Aakriti Sachdeva. 2) Purpose of entering into the The SSHA sets out the understanding between the agreement parties with respect to issuance and allotment of the securities and the rights and obligations of the parties in connection therewith. 3) Shareholding, if any, in the entity As mentioned above, the Company will subscribe to with whom the agreement is 17,350 CCPS and 10 (ten) equity shares of NSPL, executed constituting equivalent to 10.08% of the paid-up share capital of NSPL, on a fully diluted basis. 4) Significant terms of the agreement The Company has various customary investor (in brief) special rights like right to protection rights under the SSHA. appoint directors, first right to share subscription in case of issuance of The company has the right to currently appoint one shares, right to restrict any change director and an observer to the Board of NSPL. in capital structure etc. The Company also has tag-along right and drag along right in connection with any proposal by the promoters of NSPL to transfer shares in NSPL to a third party. The promoters of NSPL as per the SSHA have a right of first offer in case of any proposal by the Company to transfer shares in NSPL to a third party. 7) Whether, the said parties are related The promoters, promoter group, group companies of to promoter/promoter group/ group the Company have no interest in NSPL. companies in any manner. If yes, nature of relationship. 8) Whether the transaction would fall The Company’s investment in NSPL is not a related within related party transactions? If party transaction. yes, whether the same is done at “arms-length”. 9) In case of issuance of shares to the The Company will subscribe to 17,350 CCPS and 10 parties, details of issue price, class equity shares of NSPL equivalent to 10.08% of its of shares issued issued and paid-up share capital on a fully diluted basis for INR 2.69 crore. # Particulars Details 10) Any other disclosures related to Not applicable. such agreements, viz., details of nominee on the Board of Directors of the listed entity, potential conflict of interest arising out of such agreements, etc. 11) In case of termination or Not applicable. amendment of agreement, listed entity shall disclose additional details to the stock exchange(s): a) name of parties to the agreement. b) nature of the agreement. c) date of execution of the agreement; and d) details of amendment and impact thereof or reasons of termination and impact thereof. *****