In an exchange filing made during market hours today, the company said that, over the last few quarters, it has seen improvement in business performance owing to ongoing significant support from Tata Steel in the form of placement of order(s) and infusion of capital coupled with company’s efforts on enhanced debtor collections and, cost and asset optimization.

In light of the above, the board, on 6 February 2024, has decided to not to proceed with the scheme and approved withdrawal of the scheme. In concurrence with the decision of the board, the board of directors of Tata Steel has also consented to the withdrawal of the scheme.

An application to withdraw the scheme has been filed with the National Company Law Tribunal (NCLT), Kolkata Bench. The NCLT convened meeting of equity shareholders of the company scheduled to be held on Thursday, 8 February 2024, to consider the above scheme is now rendered infructuous owing to the decision to withdraw the said scheme.

In September 2022, Tata Steel had announced the amalgamation of seven companies into itself. Of the seven, four companies, Tata Steel Long Products (TSLP), Tinplate Company of India (TCIL), Tata Metaliks (TML) and TRF, are listed entities.

The exercise included share swap of Tata Steel (TSL) shares for the target companies’ public shareholding in the case of listed companies.

According to the share swap ratio, 10 shares each of TRF would have been exchanged for 17 shares of TSL. On the day it was announced, the exchange ratio represented a 53% lower value for shareholders of TRF. The higher public shareholding of TRF, at 65.88%, had further complicated the share swap offer ratio. Consequently, shares of TRF had hit 5% lower circuit on the day when the merger was announced.

TRF is engaged in manufacturing material handling equipment and delivering processing system required in the infrastructure sector. The company operates through two divisions, project division and product division.

The company had reported 65.64% decline in net profit to Rs 18.33 crore on a 28.21% fall in sales to Rs 38.48 crore in Q2 FY24 over Q2 FY23.