Last year Gloster Limited (Gloster) announced the group re-structuring where Gloster got merged with Kettlewell Bullen & Company Limited (KBC) subsequently the name was changed to Gloster Limited.

Gloster Limited is engaged in manufacturing and exporting of all types of Jute & Jute allied products, Woven & Non-Woven Jute Geotextiles, Treated Fabric-Rot Proof, Fire Retardant, jute products for Interior Decoration and Packaging of Industrial and Agricultural produce. Company’s two manufacturing units are situated at Bauria, West Bengal.

KBC, a promoter group company, was NBFC holding 17% stake in Gloster. Other than Gloster, it was holding shares of few listed & unlisted companies.

The Transaction

In 2016, the management has decided to merge its listed entity Gloster into unlisted KBC.  The appointed date for the transaction was 1st January 2015. Post-Merger, the name of the KBC changed to Gloster Limited. Further, all cost related to the merger like stamp duty, consultancy fees etc. were borne by the Gloster.

Swap Ratio

Swap Ratio for the merger was derived as 4 equity shares of KBC for every 5 equity shares held in Gloster. Later, the swap ratio got adjusted to 2:5 for the bonus issue by Gloster in the ratio of 1:1.

Shareholding Pattern

Gloster-Merger-Kettlewell-Buellen-1

Before the merger, LIC was holding 22% stake in Gloster. ~95% stake of KBC was held by the promoter group and rest stake was hold by insurance companies. Post merger, shares held by KBC in Gloster got cancelled. The minority shareholders of Gloster’s shareholding came down to 25.46% from 33.28%.

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