BSEInsider Trading / SAST6d ago · 10 Aug 2026, 10:50 am
The Exchange has received the disclosure under Regulation 29(1) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 for Deutsche Bank AG
Manipal Health Enterprises Ltd · 544847
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Deutsche Bank AG, Singapore Branch discloses creation of indirect encumbrances over equity shares of Manipal Health Enterprises Limited, as part of a term loan facility.
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Manipal Health Enterprises Ltd - 544847 - Disclosures under Reg. 29(1) of SEBI (SAST) Regulations, 2011
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Deutsche Bank
Deutsche Bank AG, Hong Kong Branch
Level 60
International Commerce Centre
1. BSELimited 1 Austin Road West
Kowloon, Hong Kong SAR
Floor 25, P J Towers, Dalal Street, Mumbai - 400 001.
BSE Scrip Code: 544847
2. NationalStockExchangeoflndiaLimited
Exchange Plaza, C-1, Block G, Bandra Kurla Complex,
Bandra (E), Mumbai - 400 051.
NSE Scrip Symbol: MANIPALHOS
3. ManipalHealthEnterprisesLimited
#98/2, The Annexe, HAL Airport Road, Rustom Bagh,
Bengaluru, Karnataka, 560017.
2026-08-07
Sub: Disclosure under Regulation 29(1) of the Securities and Exchange Board of India (Substantial
Acquisition of Shares and Takeovers) Regulations, 2011 (the“TakeoverCode”)in relation to Manipal
Health Enterprises Limited.
DearSir/Ma’am,
A facility agreement dated May 20, 2025 (as amended from time to time) (“Facility Agreement”) has been
entered into amongst, inter alia, Manipal Global Health Services (“Borrower 1”) and Cypress Holdings
(“Borrower 2”togetherwithBorrower1shallhereinaftercollectivelyreferredtoasthe “Borrowers”), certain
lenders (including their assigns, transferees, successors and novates from time to time)(“Lenders”),Deutsche
Bank AG, Singapore Branch (actinginthecapacityoftheagentfortheLenders)(“Agent”),DeutscheBankAG,
Singapore Branch (actinginthecapacityofthesecurityagent)(“Offshore Security Agent”) and Axis Trustee
Services Limited, Gift City Branch (acting in the capacity of the onshore security agent) (“Onshore Security
Agent”) for the purpose of availing a term loan facility (“Facility”) by the Borrowers. Borrower 1 holds
232,147,755 equity shares, constituting 17.65% of the issued and paid-up share capital of Manipal Health
Enterprises Limited (the “Target Company”). Borrower 2 holds 49,172,520 equity shares, constituting 3.74%
of the issued and paid-up share capital of the Target Company. Manipal Research & Management Services
International (“MRMSI”) holds 51,23,543 equity shares, constituting 0.39% of the issued and paid up share
capital of the Target Company.
In connection with the Facility:
(a) a charge has been created by MEMG International Ltd (“MEMGI”), being the parent company of Borrower 1,
on 100% of the share capital of the Borrower 1, in favor of Offshore Security Agent for the benefit of the
Lenders pursuant to the deed of fixed and floating charge dated May 22, 2025 i.e. an indirect charge over the
shares of Borrower 1 held in the Target Company;
Chairman of the Supervisory Board: Alexander R. Wynaendts
Management Board: Christian Sewing (Chairman), Fabrizio Campelli, Raja Akram, Marcus Chromik, Marie-Jeanne Deverdun, Stefan Hoops, Alexander von zur Mühlen, Laura Padovani,
Claudio de Sanctis, Rebecca Short
Deutsche Bank Aktiengesellschaft domiciled in Frankfurt am Main (incorporatedintheFederalRepublicofGermanyandmembers’liabilityislimited);
Local Court of Frankfurt am Main, HRB No 30 000; VAT ID No DE114103379; www.db.com
Deutsche Bank
(b) a charge has been created by Borrower 1, being the parent company of Borrower 2, in favor of the Offshore
Security Agent, on 100% of the share capital of Borrower 2, for the benefit of the Lenders pursuant to the
deed of fixed and floating charge dated July 2, 2025 i.e. an indirect charge over the shares of Borrower 2 held
in the Target Company;
(c) a charge has been created by MEMGI, being the parent company of MRMSI, in favor of the Offshore Security
Agent, on 100% of the share capital of MRMSI, for the benefit of the Lenders pursuant to the deed of fixed
and floating charge dated May 22, 2025 i.e. an indirect charge over the shares of MRMSI held in the Target
Company;
(d) certain covenants that are in the nature of encumbrance in favour of the Agent and the Offshore Security
Agent have been provided by the Borrowers in relation to equity shares held by it and MRMSI in the Target
Company, which constitutes 21.50% of the share capital of the Target Company on a fully diluted basis
including the employee stock option plan pool options outstanding as on date
This disclosure is being made by the Deutsche Bank AG, Singapore Branch in its capacity as the Agent and
the Offshore Security Agent in relation to the creation of (i) indirect encumbrances by the Borrowers and
MRMSI over the equity shares held by each of them in the Target Company; and (ii) direct encumbrances by
the Borrowers over the equity shares held by each of them in the Target Company; and (iii) encumbrances
(by way of covenants on the Borrowers and MRMSI pursuant to the Facility Agreement in relation to the equity
shares held by each of them in the Target Company) by the Borrowers and MRMSI over the equity shares of
the Target Company.
Signature of Authorised Signatory
Name: RAMANATHAPURA, Prasanna Venkatesha Murthy Manu
Designation: Vice President
Place: Deutsche Bank AG, Hong Kong Branch
Date: 07 August 2026
Deutsche Bank
Disclosure under Regulation 29(1) of SEBl (Substantial Acquisition of Shares and Takeovers) Regulations,
2011
Part-A - Details of the Acquisition
Name of the Target Company (TC) Manipal Health Enterprises Limited
Name(s) of the acquirer and Persons Deutsche Bank AG, Singapore Branch (acting in its capacity
Acting in Concert (PAC) with the as the Agent and the Offshore Security Agent)
acquirer
Whether the acquirer belongs to No
Promoter/Promoter group
Name(s) of the Stock Exchange(s) where BSE Limited and National Stock Exchange of India Limited
the shares of TC are Listed
% w .r.t. total
% w.r.t. total
diluted
share/voting
share/voting
Details of the acquisition as follows Number
capital
capital of the
wherever
applicable(*)
(**)
Before the acquisition under NIL NIL NIL
consideration, holding of acquirer
along with PACs of:
(a) Sharescarryingvotingrights
(b) Shares in the nature of NIL NIL NIL
encumbrance (pledge/ lien/
non-disposal undertaking/
others)
(c) Voting rights (VR) otherwise than NIL NIL NIL
byequityshares
(d) Warrants/convertible NIL NIL NIL
securities/any other
instrument that entitles the
acquirer to receive shares
carryingvotingrightsintheTC
(specify holding in each
category)
(e) Total(a+b+c+d) NIL NIL NIL
Details of acquisition NIL NIL NIL
(a) Shares carrying voting rights
acquired
Deutsche Bank
(b) VRs acquired otherwise than by NIL NIL NIL
equityshares
(c) Warrants/ convertible securities/ NIL NIL NIL
any other instrument that
entitlestheacquirertoreceive
shares carrying voting rights
in the TC (specify holding in
eachcategory)acquired
(d) Shares in the nature of 286,443,8181 21.78% 21.50%
encumbrance (pledge/
lien/non disposal
undertaking/others)
(e) Total(a+b+c+/-d) 286,443,818 21.78% 21.50%
After the acquisition, holding of NIL NIL NIL
acquirer along with PACs of:
(a) Sharescarryingvotingrights
(b) VRs otherwise than by equity NIL NIL NIL
shares
(c) Warrants/convertible NIL NIL NIL
securities/any other
instrument that entitles the
acquirer to receive shares
carryingvotingrightsintheTC
(specify holding in each
category)afteracquisition
(d) Shares in the nature of 286,443,818 21.78% 21.50%
encumbrance (pledge/
lien/non disposal
undertaking/others)
(e) Total(a+b+c+d) 286,443,818 21.78% 21.50%
Mode of acquisition (e.g. open Creation of encumbrance. Please see Note 1 below.
market/public issue/rights
issue/preferential allotment/inter se
transfer/encumbrance, etc.)
Salient features of the securities acquired Not applicable
including time till redemption, ratio at
which it can be converted into equity
shares, etc.
1 Please refer to Note 1
Deutsche Bank
Date of acquisition of/ date of receipt of August 5, 20262
intimation of allotment of shares / VR/
warrants/convertible securities/ any other
instrument that entitles the acquirer to
receive shares in the TC.
Equity share capital / total voting capital 1,315,377,202 issued and paid-up equity shares of INR 2 each
of the TC before the said acquisition as per the shareholding pattern published on the website of the
BSE Limited and National Stock Exchange of lndia Limited
on 5 August 2026.
Equity share capital/ total voting capital 1,315,377,
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