Axis Bank Limited Acquisition
July 27 2017 - 3:40AM
Dow Jones News
TIDMAXB TIDMAXBA
RNS Number : 2676M
Axis Bank Limited
27 July 2017
AXIS/CO/CS/326/2017-18
27(th) July 2017
Dear Sirs,
SUB: DISCLOSURE IN TERMS OF REGULATION 30 OF SEBI (LISTING
OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015
("LISTING REGULATIONS") READ WITH SEBI CIRCULAR DATED 9(Th)
SEPTEMBER 2015.
This is to inform you, pursuant to approval from the Board of
Directors of the Bank accorded on Wednesday, 26(th) July 2017, the
Bank has today entered into a Share Purchase Agreement ("SPA") with
Jasper Infotech Private Limited ("Snapdeal"), to acquire 100 %
equity capital of Accelyst Solutions Private Limited ("Accelyst")
& Freecharge Payment Technologies Private Limited ("FPTPL")
(Accelyst and FPTPL collectively referred to as "Freecharge"),
subject to receipt of requisite regulatory approvals, including
from the RBI, for a cash consideration of Rs. 385 crores.
Accelyst is engaged in the business of providing and
facilitating online recharge/ bill payment/ coupon services,
marketing platform for third parties, distribution of mutual funds
and insurance products through the mobile
application/website/mobile site. FPTPL is engaged in the business
of operating payment system for semi-closed prepaid payment
instruments and gift vouchers under the license issued by the
Reserve Bank of India, card processing services, payment
aggregation services, merchant acquisition services and payment
support services.
The particulars of the proposed acquisition are provided in the
Annexure hereto.
You are requested to take note of above and arrange to bring the
same to the notice of all concerned.
Thanking you,
Yours faithfully,
For Axis Bank Limited
Girish V. Koliyote
Company Secretary
Encl: As above.
Annexure
Details which a listed entity needs to disclose for the events
that are deemed to be material as specified in Para A of Part A of
Schedule III of Listing Regulations.
1. Acquisition(s) (including agreement to acquire), Scheme of
Arrangement (amalgamation/ merger/ demerger/restructuring), or sale
or disposal of any unit(s), division(s) or subsidiary of the listed
entity or any other restructuring:
1.1. Acquisition (including agreement to acquire):
Particulars Details
-------------------------------- -----------------------------------------------------------
a) Name of the target 1. Accelyst Solutions
entities, details in brief Private Limited
such as size, turnover (FY17 provisional)
etc.;
Total Assets: INR 106.8
crores
Total Income: INR 42.2
crores
2. Freecharge Payment
Technologies Private Limited
(FY17 provisional)
Total Assets: INR 169.0
crores
Total Income: INR 25.0
crores
-------------------------------- -----------------------------------------------------------
b) Whether the acquisition This agreement does not
would fall within related constitute a related party
party transaction(s) and transaction and the promoter/
whether the promoter/ promoter group/ group
promoter group/ group companies do not have
companies have any interest any interest in the entities
in the entity being acquired? being acquired.
If yes, nature of interest
and details thereof and
whether the same is done
at "arm's length";
-------------------------------- -----------------------------------------------------------
c) industry to which the Accelyst is primarily
entity being acquired engaged in the business
belongs; of payment processing
services. FPTPL is primarily
engaged in the business
of operating payment system
for semi-closed prepaid
payment instruments and
gift vouchers under the
license issued by the
Reserve Bank of India.
Together, Accelyst and
FPTPL form a digital payments
business.
-------------------------------- -----------------------------------------------------------
d) objects and effects Acquisition of 100% shareholding
of acquisition (including of Freecharge. The business
but not limited to, disclosure of Freecharge is not outside
of reasons for acquisition the main line of business
of target entity, if its of Axis Bank Limited.
business is outside the
main line of business
of the listed entity);
-------------------------------- -----------------------------------------------------------
e) brief details of any 1. Approval of the RBI
governmental or regulatory for acquisition of Freecharge
approvals required for under the Banking Regulation
the acquisition; Act, 1949 and RBI (Financial
Services provided by Banks)
Directions, 2016
2. Approval of the IRDAI
under IRDAI (Registration
of Corporate Agents) Regulations,
2015
3. Approval of the RBI
for change in shareholding
of FPTPL under the Payment
and Settlement Systems
Act, 2007 and RBI license
dated July 14, 2016
-------------------------------- -----------------------------------------------------------
f) indicative time period 2 months
for completion of the
acquisition;
-------------------------------- -----------------------------------------------------------
g) nature of consideration Cash consideration of
- whether cash consideration Rs. 385 crores
or share swap and details
of the same;
-------------------------------- -----------------------------------------------------------
h) cost of acquisition Cash consideration of
or the price at which Rs. 385 crores for 100%
the shares are acquired; shareholding of Freecharge
-------------------------------- -----------------------------------------------------------
j) brief background about
the entity acquired in 1. Accelyst Solutions
terms of products/line Private Limited
of business acquired,
date of incorporation, Date of Incorporation:
history of last 3 years July 29, 2008
turnover, country in which
the acquired entity has Products / Line of Business:
presence and any other Payment Processing Services
significant information
(in brief); Historical Turnover (Rs.
In crore): Financial 2015 2016 2017P
Year
----------- -------- -------- ---------
Income 35.1 36.1 42.2
----------- -------- -------- ---------
Country: India
2. Freecharge Payment
Technologies Private Limited
Date of Incorporation:
January 14, 2015
Products / Line of Business:
Operation of Payment Systems
for Semi-Closed Pre-paid
Payment Instruments
Historical Turnover (Rs.
In crore): Financial 2015 2016 2017P
Year
----------- --------- -------- ---------
Income - 4.9 25.0
----------- --------- -------- ---------
Country: India
-------------------------------- -----------------------------------------------------------
This information is provided by RNS
The company news service from the London Stock Exchange
END
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July 27, 2017 03:25 ET (07:25 GMT)
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