M&A Critique

M&A Happenings : February 2016

Industry-wise breakup of the schemes filed is as follows:

IndustryNo. of Deals
February 2016January 2016
Agriculture1
Chemicals71
Entertainments1
Electronics1
Financial Services71
Information Technology32
Infrastructure
Others102
Pharmaceuticals
Power
Publication
Real Estate92
Travel Support Services1
Textile41
Total4211

This month 42 (Forty Two) Schemes were filed, involving 114 (One Hundred Fourteen ) Companies, of which 35 (Thirty-Five) Schemes were Schemes of Amalgamation, 4 (Four) Scheme were Scheme of Demerger, 2(Two) Scheme were Scheme of Arrangement.

Other facts are:-

  • 1 (One) Company was Listed Company.
  • 18 (Eighteen) Companies have paid-up Capital of more than Rs. 10 Crores.
  • 4 (Four) Schemes were Merger between Holding Company and Subsidiary Company.
  • In 5 (Five) Schemes, the Transferor Company has carried forward losses and the Transferee Company is profit making.

DETAILS OF SCHEME

SCHEME OF ARRANGEMENT:

SISTEMA SHYAM TELESERVICES LIMITED WITH RELIANCE COMMUNICATIONS LIMITED.

This is Scheme of Arrangement between Unlisted Company and Listed Company for demerger of telecom business of Sistema Shyam Teleservices Limited. Sistema Shyam Teleservices Limited is in a business of telecom Services and Reliance Communications Limited is in the business of telecom Services and data services and data center services.The Appointed Date is the Effective Date.

Reliance Communications Limited will issue 27,65,53,305 Equity Shares of Rs 5/- each to Sistema Shyam Teleservices Limited which will be aggregating to 10% of the total issued Share Capital of Reliance Communications Limited post issue pursuant to demerger.After issue and listing of shares issued by Reliance Communications Limited to Sistema Shyam Teleservices Limited. The shareholders of Sistema Shyam Teleservices Limited  will have an option within a period of 3 months of issue and listing of shares to exchange Equity Shares issued by Reliance Communications Limited against their Equity Shares in Sistema Shyam Teleservices Limited in the ratio of  1 Equity Share of  Reliance Communications Limited for 11.5 Equity Shares of Sistema Shyam Teleservices Limited.There will be Reduction in Share Capital of Sistema Shyam Teleservices Limited to the extent option exercise by the Equity shareholders of Sistema Shyam Teleservices Limited.

PETITIONS ADMITTED

The number of Schemes admitted was 44 (Forty-Four) of which 37 (Thirty-Seven) Schemes were Schemes of Amalgamation, 1(One) Scheme was Scheme of Arrangement, 4 (Four) Scheme was Schemes of Demerger, 2 (Two) Scheme were Composite Scheme of Arrangement.

IMPORTANT ONES ARE LISTED BELOW:

Scheme of Amalgamation

  • Adeshwar Realty Private Limited with Arihant Superstructures Limited.
  • Datamatics Software Services Limited and Datamatics Vista Info Systems Limited with Datamatics Global Services Limited.

Scheme of Demerger

  • Mandhana Industries Limited and Mandhana Retail Ventures Limited.
  • Sterlite Technologies Limited and Sterlite Power Transmission Limited.

PETITIONS SANCTIONED

The numbers of Schemes sanctioned were 44 (Forty-Four) of which 40 (Forty) Schemes were Schemes of Amalgamation, 3 (Three) Schemes were Schemes of Demerger, 1 (One) Scheme was Composite Scheme of Arrangement.

IMPORTANT ONES ARE LISTED BELOW:

Scheme of Amalgamation

  • GIL Vikhroli Real Estate Limited with Godrej Properties Limited.

Scheme of Demerger

  • Jindal Photo Limited and Jindal Poly Films Limited.
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Milan Shah