Schaeffler India Limited (BSE:505790) agreed to acquire INA Bearings India Pvt Ltd. from INA Beteiligungsverwaltungs GmbH, Industriewerk Schaeffler Ina-Ingenieurdienst Gmbh and Schaeffler Beteiligungsgesellschaft mbH for INR 34.1 billion on August 30, 2017. As per the terms of the transaction, Schaeffler India Limited will issue 10 equity shares to shareholders of INA Bearings India Pvt Ltd., for every 65 equity shares held. A total of 8.21 million shares will be issued as consideration. In a related transaction, Schaeffler India Limited entered into scheme of amalgamation to acquire Luk India Pvt. Ltd. from LuK Vermögensverwaltungsgesellschaft mbH and Schaeffler Beteiligungsgesellschaft mbH for INR 26.7 billion. Post transaction, both Luk India Pvt. Ltd and INA Bearings Pvt. Ltd will be dissolved. INA Bearings India Pvt Ltd. reported revenue of INR 10.4 billion, EBITDA of INR 1.5 billion, profit after tax of INR 685.4 million, net debt of INR 1.8 billion and net worth of INR 1.9 billion for the year ended December 31, 2016. Post completion, all Employees of INA Bearings India Pvt Ltd. in service on the effective date shall, on and from the effective date, become the employees of the Schaeffler India Limited. The transaction is subject to approval by shareholders of INA Bearings India Pvt Ltd., shareholders of Schaeffler India Limited, approval from Bombay Stock Exchange, National Stock Exchange, Securities and Exchange Board of India, creditor approval and approval of National Law Tribunal, Mumbai and Chennai Bench. The transaction was reviewed and recommended by the audit committee of Schaeffler India Limited and approved by Board of Schaeffler India Ltd and INA Bearings India Pvt Ltd. The transaction received no adverse observation from Bombay Stock Exchange and National Stock Exchange on November 29, 2017. The meeting of unsecured creditors and shareholders of Schaeffler India Limited will be held on March 20, 2018. On March 20, 2018, the shareholders and lenders of Schaeffler India Limited approved the transaction. On June 13, 2018, the transaction was approved by the National Company Law Tribunal, Chennai. On October 8, 2018, the transaction was approved by the National Company Law Tribunal, Mumbai. On October 22, 2018, the Board of Director's meeting of Schaeffler India Limited approved the record date as November 1, 2018 for determining the equity shareholders of INA Bearings India Pvt Ltd. entitled to receive consideration. The appointed date for the proposed merger is January 1, 2018. As per an amendment, the transaction is expected to close in third quarter of 2018. Rajan Wadhawan of Price Waterhouse & Co LLP acted as valuer for Schaeffler India Limited and Yash Arya of Walker & Chandiok Co LLP acted as valuer for INA Bearings India Pvt Ltd. Anupam Paliwal of ICICI Securities Limited acted as fairness opinion provider for Schaeffler India Limited. Percy Dubash and Snehal Vaidya of Adfactors acted as public relations advisors in the transaction. HSBC acted as financial adviser to Schaeffler. Tanvi Jain of HSBC Securities and Capital Markets (India) Private Limited acted as a financial advisor and Vijay Mathur of BSR & Co. LLP acted as an accountant to INA Bearings India Pvt Ltd.