Expleo Group to consolidated entire India Business under Expleo Solutions Limited

Expleo Solutions Limited (BSE: 533121) (NSE: EXPLEOSOL) is a specialist in providing quality assurance services for Banking, Financial and Insurance (BFSI) Software, and an independent quality assurance service provider listed in India.

The Board of Expleo Solutions Limited ('ESL') and Expleo India Infosystems Private Limited (EIIPL) today announced a Scheme of Amalgamation involving Merger of EIIPL (including its subsidiaries and stepdown subsidiary) into ESL. Pursuant to the above restructuring, ESL shall issue 459 fully paid-up equity shares of INR 10 (Indian Rupees Ten) each of ESL for every 10 equity shares of INR 10 (Indian Rupees Ten) each held in EIIPL.

The contemplated consolidation of the Group Businesses in India in a single listed entity - ESL is expected to enhance business focus, improve synergies and will pave the way for focused growth and sustained value creation for all the stakeholders over a period of time.

Further, the consolidation will also help in simplification of the Group Corporate Holding Structure in India by reducing number of active business entities and thereby aligning the interests of all stakeholders by removing perceived conflict of parent entity in outsourcing business to multiple group entities currently prevailing in India. The merger will help ESL in adding fast growing and niche Engineering Design Services business under its umbrella, currently part of Expleo Technologies India Pvt Ltd. (ETIPL), a wholly owned subsidiary of EIIPL.

Commenting on the transaction, Mr. Rajesh Krishnamurthy, CEO, Expleo Group, said: "This consolidation of our business interests in India is a step towards simplification of our structure and to tap into the potential of capability and scale in India. This is in line with our strategy to tap into best shoring for accelerating our business growth and specifically for Digital and Emerging Services."

Mr. Balaji Viswanathan, Managing Director & CEO, Expleo Solutions Limited, said: "This is an important step towards consolidation of Expleo group's businesses in India, this will make us an end-to-end Engineering, Consultancy and Quality Assurance provider across Industry sectors and domains in this market. This move will help us to leverage our Global capabilities and build scale in India. This consolidation will also help us in becoming a significant Engineering, Digital Transformation and Technology services provider in this market with over 3000+ Engineers spread across 4 cities."

The scheme is subject to the customary approvals from the Stock Exchanges, SEBI, Jurisdictional National Company Law Tribunal, public shareholders, etc.

JM Financial Ltd. acted as the exclusive financial advisor to the overall group restructuring. PWC acted as the Tax Advisor to the Transaction and J Sagar & Associates acted as the Legal Advisor. BDO Valuation Advisory LLP acted as the Independent Registered Valuer to ESL and IDBI Capital Markets & Securities Limited acted as the Merchant Banker for providing the Fairness Opinion on the Independent valuation and Swap Ratio. Unicus Capital acted as the Independent Registered Valuer to EIIPL. Ernst & Young LLP acted as the Financial Due Diligence Advisor. LegaLogic Consulting acted as the Legal Due Diligence Advisor.

Shares of Expleo Solutions Limited was last trading in BSE at Rs.913.85 as compared to the previous close of Rs. 916.8. The total number of shares traded during the day was 32935 in over 3587 trades.

The stock hit an intraday high of Rs. 937.9 and intraday low of 893.65. The net turnover during the day was Rs. 30512523.

Source : Equity Bulls

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