In the last eight years, auto parts house Uno Minda has expanded its business 5.24 times from Rs 954 crore to 5,000 crore and a major part of the expansion has come from mergers and acquisition of many entities.  To continue on its expansion plans, the flagship company of Uno Minda group, Minda Industries Limited has announced the merger of listed Harita Seating Systems Limited (HSSL), part of the TVS Group, with itself in a share swap deal. This is the largest M&A transaction that Uno Minda has ever undertaken.

HSSL with the market capitalisation of circa 350 crores operates 12 manufacturing plants across India and offers solutions for driver and cabin seating for commercial vehicles, tractors and buses. The merger of HSSL with MIL was done through a composite scheme of arrangement and the transaction also encompasses Minda getting a 51% stake in Harita Fehrer Ltd, a joint venture of Harita with Fehrer Automotive GmbH, an automotive seating player in Europe.

For Minda, the deal will enable synergies across products, technology, customers, sales channels and value accretive. As HSSL is a quality, focused, system driven organisation, the deal is likely to take the company to the next level and create value for all stakeholders.

Minda Industries Limited (MIL) is a flagship Company of UNO MINDA Group. Along with its subsidiaries/Joint Ventures/ and Associates, it has business divisions include Lighting Systems Division, Switch & Handle Bar Systems Division. Acoustics Systems Division, and Sensors Actuators and Controllers Division. Further, the company has business divisions, which are engaged in production of batteries for two wheelers, fuel cap, compressed natural gas (CNG)/liquid petroleum gas (LPG) kits, blow moulding components and aluminium die casting. It has 58 manufacturing plants globally and has IVs/Technical Agreements with world renowned manufacturers from Japan, Italy, Taiwan and India. Its endeavour is to deliver high technology and quality products to its valued customers globally. The equity shares of MIL are listed on both the Indian Bourses.

Harita Seating Systems Limited (HSSL) is engaged in the manufacture of seating system, accessories and other parts for automotive and non-automotive applications. The company’s products include driver seats products, such as commercial vehicles seats, tractor seats and off-road vehicles seats, and bus passenger seats, which include intercity bus seats, intrastate bus seats, urban/city bus seats and standard bus seats. It has plant locations in Tamil Nadu, Maharashtra, Karnataka and Uttarakhand, among others. Their key customers include TVS, Royal Enfield, TAFE, Daimler, John Deere and TATA’s among others. The Company has 51:49 joint venture with Fehrer. viz., Harita Fehrer (HFRL), which is a complete foaming solution provider for automotive seats and manufactures and sells two and three-wheeler seats to OEMs. HSSL along with its subsidiary has 12 manufacturing plants at strategic locations across India. The equity shares of HSSL are listed on NSE.

The other companies included in the transaction Harita Limited (HL), Harita Financial Services Limited (HFSL), Harita Venu Private Limited (HVPL), Harita Cheema Private Limited (HCPL) are the investment companies which hold direct or indirect stake in HSSL.

The Transaction

The merger has potential to create significant shareholder value backed by superior business profile and performance. The transaction encompasses merger of HSSL into MIL; and its 51% holding in Harita Fehrer Limited (HFRL) which is a joint venture with Fehrer Automotive GmbH, one of the leaders in automotive seating business.

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