Hulst B.V. made an offer to acquire 35.35% stake in NIIT Technologies Limited for INR 30.5 billion.
April 05, 2019
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Hulst B.V. made an offer to acquire 26% stake in NIIT Technologies Limited (NSEI:NIITTECH) for INR 22.6 billion on April 6, 2019. Hulst B.V. made the offer to acquire 16.2 million shares at INR 1,394 per share. As on July 10, 2019, after revision Hulst B.V. will acquire 21.8 million shares representing 35.35% stake for INR 30.5 billion. In a related transaction, Hulst B.V. entered into share purchase agreement to acquire 30.2% stake in NIIT Technologies Limited for INR 26.3 billion from group of sellers on April 6, 2019. Upon completion of both transactions, Hulst B.V. will hold 56.2% stake in NIIT Technologies Limited. The Board of NIIT Technologies Limited has appointed Hari Gopalakrishnan, Kenneth Tuck Kuen Cheong, Patrick John Cordes and Kirti Ram Hariharan as additional Non-Executive Directors in its meeting held on May 17, 2019. Such persons are nominees of Hulst and parties in concert. Rajendra Singh Pawar, Vijay Thadani and Arvind Thakur resigned from the Board with effect from May 17, 2019. The offer transaction is not subject to any minimum level of acceptance. As of April 19, 2019, Federal Trade Commission granted the early termination approval. On April 26, 2019, The Competition Commission of India approved the transaction. The Federal Cartel Office of Germany approval has been received on May 6, 2019. The Committee of Independent Directors of NIIT Technologies shall give its opinion for the transaction. As of July 8, 2019, the tender offer is expected to commence from July 15, 2019 and is expected to close on July 26, 2019. Prachee Dhuri of JM Financial Limited acted as manager to Hulst B.V. Vikram Raghani, Anand Lakra, Abhilash Chandran, Ami Shah, Khamir Kamdar, Parshva Doshi, Urmika Agarwal, Anish Mashruwala and Utsav Johri, Amitabh Kumar, Vaibhav Choukse and Zenia Cassinath of J Sagar Associates acted as legal advisor to buyer in the transaction. Shardul Amarchand Mangaldas acted as legal advisor to NIIT Limited and NIIT Technologies and its founders in respect of the transaction. Credit Suisse acted as financial advisor for NIIT. Murali Krishna M of Karvy Fintech Private Limited acted as registrar to the offer. Prachee Dhuri of JM Financial Limited acted as manager to the offer.
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