BSECompany Update6d ago · 29 Jul 2026, 12:48 pm

Please refer the attached letter.

The Phoenix Mills Ltd · 503100

✦ AI Summaryacquisition

The Phoenix Mills Ltd has announced an acquisition of O2 Renewable Energy XXVIII Private Limited, an Indian company set up to develop and construct a solar power project as a captive generating station. The acquisition is to meet the requirements under The Electricity Act 2003, The Electricity Rules 2005, and other applicable laws to hold a minimum of 26% shareholding so as to comply with the captive status.

Analysis Scores

Earnings Impact5/10
Growth Catalyst6/10
Governance Concern2/10
Regulatory Risk4/10
Balance Sheet Risk3/10
Liquidity Impact8/10
Market Sentiment5/10

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Full Announcement

The Phoenix Mills Ltd - 503100 - Announcement under Regulation 30 (LODR)-Acquisition

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Corp. Office: Shree Laxmi Woolen Mills Estate, 2nd Floor, R.R. Hosiery, Off Dr. E. Moses Rd. Mahalaxmi, Mumbai - 400 011 Tel: (022) 3001 6600 CIN No. : L17100MH1905PLC000200 July 29, 2026 BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers Exchange Plaza, Dalal Street, Fort, Bandra-Kurla Complex, Bandra East, Mumbai- 400 001 Mumbai- 400051 Security code: 503100 Symbol: PHOENIXLTD Dear Sirs/Madam, Subject – Intimation under Regulation 30 read with Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 With reference to our earlier intimation dated November 05, 2025, we would like to inform you that the pursuant to the reduction in the project cost, the Company along with its subsidiary namely i.e. Offbeat Developers Private Limited (“Offbeat”) has entered into Amendment to the Security Subscription and Shareholders’ Agreement (“SSSA”) with JSW Neo Energy Limited and O2 Renewable Energy XXVIII Private Limited (‘O2 Renewable XXVIII’) for subscribing to the Equity Shares and Series B Compulsory Convertible Debentures by the Company and by Offbeat of O2 Renewable XXVIII to meet the captive user requirements for purchase of renewable energy (electricity) generated from the captive generating plant. The details as required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read applicable SEBI Circular(s) are given in Annexure A to this letter. The aforesaid information is also being uploaded on the Company’s website at https://www.thephoenixmills.com/investors/FY2027/Exchange-Intimations. We request you to kindly take the same on record. Thanking you, Yours faithfully, For The Phoenix Mills Limited Bhavik Gala Company Secretary Membership No. F8671 Encl.: As above Regd. Office : The Phoenix Mills Ltd., 462 Senapati Bapat Marg, Lower Parel, Mumbai 400 013. Tel : (022) 2496 4307 / 8 / 9 Fax : (022) 2493 8388 E-mail : secretarial@phoenixmills.com www.thephoenixmills.com Corp. Office: Shree Laxmi Woolen Mills Estate, 2nd Floor, R.R. Hosiery, Off Dr. E. Moses Rd. Mahalaxmi, Mumbai - 400 011 Tel: (022) 3001 6600 CIN No. : L17100MH1905PLC000200 Annexure A Acquisition (including agreement to acquire) Sr. Details of Events that need to be Information of such events No. provided 1. Name of the target entity, details in O2 Renewable Energy XXVIII Private Limited (‘O2 brief such as size, turnover etc. Renewable XXVIII’) is an Indian Company incorporated on July 31, 2024. O2 Renewable XXVIII has been set up to develop and construct solar power project as a captive generating station. Turnover: The O2 Renewable XXVIII does not have turnover for financial year ended 2025-26. 2. Whether the acquisition would fall The execution of Amendment to the Security within related party transaction(s) Subscription and Shareholders Agreement and whether the promoter/ promoter (‘SSSA’) does not fall within the purview of group/ group companies have any related party transaction. interest in the entity being acquired? The promoter /promoter group / group If yes, nature of interest and details companies of the Company and Offbeat do not thereof and whether the same is done have any interest in the entity (‘O2 Renewable at “arms’ length” XXVIII’) whose Equity shares and Series B Compulsory Convertible Debentures are being acquired. 3. Industry to which the entity being Solar Power Generation acquired belongs 4. Objects and effects of acquisition Pursuant to Security Subscription and (including but not limited to, Shareholders' Agreement (‘SSSA’) and disclosure of reasons for acquisition amendment to the Security Subscription and of target entity, if its business is Shareholders' Agreement (‘SSSA ’), the outside the main line of business of the subscription of Equity Shares and Series B listed entity) Compulsory Convertible Debentures of O2 Renewable Energy XXVIII Private Limited by the Company and Offbeat Developers Private Limited ("Offbeat") will enable the Company and Offbeat to qualify as Captive Users and consume the solar power generated by O2 Renewable Energy XXVIII. The object of acquisition of securities is to meet the requirements under The Electricity Act 2003, The Regd. Office : The Phoenix Mills Ltd., 462 Senapati Bapat Marg, Lower Parel, Mumbai 400 013. Tel : (022) 2496 4307 / 8 / 9 Fax : (022) 2493 8388 E-mail : secretarial@phoenixmills.com www.thephoenixmills.com Corp. Office: Shree Laxmi Woolen Mills Estate, 2nd Floor, R.R. Hosiery, Off Dr. E. Moses Rd. Mahalaxmi, Mumbai - 400 011 Tel: (022) 3001 6600 CIN No. : L17100MH1905PLC000200 Electricity Rules 2005 and other applicable Laws to hold a minimum of 26% shareholding so as to comply with the captive status. 5. Brief details of any governmental or Not Applicable regulatory approvals required for the acquisition 6. Indicative time period for completion Within 30 business days from the date of of the acquisition execution of amendment to SSSA subject to the terms and conditions of the Amendment to SSSA. 7. Nature of consideration -whether The consideration would be paid in cash. cash consideration or share swap and details of the same 8. Cost of acquisition or the price at Total Consideration - Rs. 5,76,90,000/- as detailed which the shares are acquired below: - Rs. 27,43,320/- to be invested by Company by subscribing to 2,74,332 Equity Shares of Rs. 10/- each of O2 Renewable XXVIII; - Rs. 2,46,90,000/- to be invested by Company by subscribing to 24,690 Series B Compulsory Convertible Debentures of Rs. 1000/- each; - Rs. 30,25,680/- to be invested by Offbeat by subscribing to 3,02,568 Equity Shares of Rs. 10/- each of O2 Renewable XXVIII; and - Rs. 2,72,31,000/- to be invested by Offbeat by subscribing to 27,231 Series B Compulsory Convertible Debentures face value of Rs. 1000/- each. 9. Percentage of shareholding / control The shareholding of the Company and Offbeat acquired and / or number of shares shall not go beyond 45% of equity share capital of acquired O2 Renewable XXVIII on fully diluted basis. 10. Brief background about the entity O2 Renewable XXVIII is an Indian Company acquired in terms of products/line incorporated on July 31, 2024. of business acquired, date of incorporation, history of last 3 years JSW Neo Energy Limited is the promoter of O2 turnover, country in which the Renewable XXVIII. acquired entity has presence and any other significant information (in brief) Regd. Office : The Phoenix Mills Ltd., 462 Senapati Bapat Marg, Lower Parel, Mumbai 400 013. Tel : (022) 2496 4307 / 8 / 9 Fax : (022) 2493 8388 E-mail : secretarial@phoenixmills.com www.thephoenixmills.com Corp. Office: Shree Laxmi Woolen Mills Estate, 2nd Floor, R.R. Hosiery, Off Dr. E. Moses Rd. Mahalaxmi, Mumbai - 400 011 Tel: (022) 3001 6600 CIN No. : L17100MH1905PLC000200 O2 Renewable XXVIII is been set up to develop and construct solar power project as a captive generating station. Market Presence: India Turnover of Last Three years: (Rs. in Thousands) Particulars FY-25-26 FY-24-25 FY-23-24 Turnover - - NA PAT -2,305.90 -1,811.97 NA Net worth -3,128.87 -822.97 NA Regd. Office : The Phoenix Mills Ltd., 462 Senapati Bapat Marg, Lower Parel, Mumbai 400 013. Tel : (022) 2496 4307 / 8 / 9 Fax : (022) 2493 8388 E-mail : secretarial@phoenixmills.com www.thephoenixmills.com