BCSS IOTA (A), LLC Combination Filing

SUMMARY UNDER REGULATION 13(2) OF THE COMPETITION COMMISSION OF INDIA (COMBINATIONS) REGULATIONS, 2024

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• (a) Parties to the Combination

  1. The parties to the combination are —

     • (i) BCSS Iota (A), LLC (Acquirer); and
     • (ii) Milacron LLC (Seller / Milacron)

  2. The Acquirer and Target Business (as defined below) are collectively referred to as the Parties.

• (b) Nature and purpose of the Combination

  3. The proposed transaction relates to the Acquirer's acquisition from the Seller of an approx. 51.26% shareholding in a HoldCo (which is in the process of being set up) (HoldCo), which will own 100% of Milacron Marketing Company LLC / Target Business (i.e., injection molding and extrusion equipment manufacturing and assembly and sale of related aftermarket equipment, parts and services business of Milacron) (Proposed Transaction).

  4. For the Acquirer, the Proposed Transaction represents an attractive opportunity to support the next chapter of growth of the Target Business and drive both operational growth and long-term value creation.

• (c) Products, services and businesses of the Parties to the Combination

  Acquirer

  5. The Acquirer is owned and controlled by funds ultimately managed by, Bain Capital Credit Member, LLC, Bain Capital Credit Member II, LLC and/ or Bain Capital Credit Member III, LLC.

  HoldCo / Target Business

  6. The HoldCo will be a limited liability company formed in the state of Delaware. As of the date of closing of the Proposed Transaction, the HoldCo will indirectly wholly own the Target Business. In India, the Target Business is carried out by Milacron India Private Limited which shall be a wholly-owned indirect subsidiary of the HoldCo, and inter alia, is engaged in the manufacturing and providing services for injection molding machines, including toggle machines, hydraulic machines, electric machines and two platen machines, and extrusion systems, including conical screws, parallel twin screws and single screw.

• (d) The Respective Market(s) in which the Parties to the Combination operate

  7. There are no horizontal overlaps, vertical or complementary relationships between the activities of the Parties (including their respective affiliates), in India.

• (e) Green Channel route

  8. Given that there are no overlaps, the Proposed Transaction does not raise any risk of appreciable adverse effect on competition in India.

  9. Therefore, the Proposed Transaction is being filed under the Green Channel route with the Hon'ble Competition Commission of India in accordance with Section 6(4) of the Competition Act, 2002 read with Rule 3 of the Competition (Criteria of Combination) Rules, 2024.

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