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The Pe & M&A Quarterly

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The Pe & M&A Quarterly THE PE & M&A QUARTERLY ISSUE 2 | JANUARY 2020 A comprehensive guide to Private Equity and M&A deals: October to December 2019 OFF THE RECORD of the proposals under consideration is to make promoters face unlimited liability in case of criminal Despite strong economic headwinds, India witnessed action. Government also intends to ensure that the continued interest of Investors in PE/VC and inbound entities related to promoters under action are not M&A deals in the last quarter of 2019. Although one eligible to participate in resolution process. observes that the deals are less compared to those in last year, the continuance of these deals is Government plans new law and regulatory encouraging, which also shows long term confidence of framework for Valuers investors. One observes from the public data that IT and ITES, BFSI, healthcare and life sciences attracted The government is planning to implement a new law more interest than other sectors. Given the present for registered valuers similar to the law applicable to challenges of subdued interest, inflationary trends, Chartered Accountants and Company Secretaries3. The liquidity squeeze resulting in lesser investment, one role of registered valuers has become extremely critical would expect Indian government to take focused for the Insolvency and Bankruptcy Code 2016. There is measures to address these issues and revive also a proposal to set up a general governing body for sentiments, resulting in increased PE/VC and M&A registered valuers similar to the Institute of Chartered activity. Accountants of India or the Institute of Company Secretaries of India. The Ministry of Corporate Affairs – Narendra Dingankar (Partner) (“MCA”) has set up an expert panel under the LEGAL CHANGES AFFECTING M&A & PE chairmanship of M S Sahoo to conduct a detailed study TRANSACTIONS IN INDIA on this issue. The MCA has notified Section 247 of the Companies Act, 2013 and introduced the Companies Government may raise FDI cap in insurance (Registered Valuers and Valuation) Rules 2017. companies to 74% from the current 49% However, the registered valuers had been provided time till January 31, 2019 to register themselves under The Insurance Regulatory and Development Authority the Companies Act, 2013. of India (“IRDAI”) had earlier sought the views of various stakeholders on this matter1. On September 2, M&A DEALS 2019, the central government had also increased the limit of permissible foreign direct investment (“FDI”) in ShopClues acquired by Qoo10 for USD 100 million insurance intermediaries upto 100%. ShopClues is a Gurugram based online marketplace founded in 2011 by Sanjay Sethi, Sandeep Aggarwal Centre wants promoters to hold unlimited and Radhika Aggarwal. It was valued at USD 1 billion at bankruptcy liabilities in case of criminal action its peak and was later sold for USD 100 million to a Singapore based e-commerce platform Qoo10 in an all- Multiple news reports suggest that the central stock deal. ShopClues is funded by GIC, Tiger Global government is considering isolating bankruptcy Management, Helium Ventures and Nexus Venture liabilities with promoters instead of companies2. One Partners as major investors4. Qoo10 services small and 1 ISSUE 2 | OCTOBER TO DECEMBER 2019 medium enterprises through its regionally located core markets such as Europe and expand into new online marketplaces in Singapore, Indonesia, Malaysia, geographies including select Asian markets. China and Hongkong and is presently looking to expand its presence to other Asian countries as well. Bharti Infratel-Indus Towers merger to be completed by 24 February 2020 The merger of Bharati Infratel and Indus Towers will result in the creation of one of the world’s largest telecom tower company with over 1,63,000 towers. Bharti Infratel has extended the deadline for the completion of its merger with Indus Towers by 24 February 2020. Bharti Airtel and Vodafone Group each hold 42% shares in Indus Tower and are expected to hold 37.2% and 29.4% shares respectively in the Lupin sells Kyowa Pharmaceuticals to Plutus merged entity. KKR and Canada Pension Plan Lupin Limited (“Lupin”) has announced the sale of Investment Board were expected to own a combined 99.82% stake in its Japanese subsidiary Kyowa 6% stake, stemmings from their initial stake of over Pharmaceutical Industry Co Ltd to Plutus Ltd (“Plutus”) 10% in Bharti Infratel. US-based asset management for INR 3,702 crores7. Plutus is owned by Unison Capital firm Providence Equity Partners is also likely to join Partners IV, LPS and Unison Capital Partners IV (F). L.P. Vodafone - Idea in selling its stake in Indus Towers for The said deal is projected to bring down the net an approximate amount of INR 2,000 crores. valuation of the company to INR 1,129 crores. Lupin PayU in talks to buy MobiKwik’s payment gateway acquired Kyowa Pharmaceutical in 2007 from the Sugiura family. PayU, a Netherlands based fintech company which is owned by Naspers Group is in talks with Gurugram Infogain acquires Revel Consulting based MobiKwik to acquire its payment gateway business5. MobiKwik, an Indian company founded in Infogain India Private Limited (“Infogain”) has acquired 2009, provides a mobile phone-based payment system digital consultancy firm Revel Consulting Inc. for an and digital wallet and is presently funded by Sequoia undisclosed sum. Infogain is backed by ChrysCapital Capital, American Express, Tree Line Asia, MediaTek, which is an India focused private equity firm with USD GMO Payment Gateway, Cisco Investments among 4 billion of assets under management. Infogain had others. MobiKwik has already raised around USD 120 earlier acquired Silicus Technologies to bolster its million from investors including Bajaj Finance, Sequoia expertise in Microsoft’s cloud system. ChrysCapital had Capital and Net1. earlier acquired majority stake in Infogain for USD 63 million in August 2015. Mahindra's subsidiary acquires 100% stake in Peugeot Motorcycles IL&FS completes sale of wind energy assets to ORIX for INR 4,900 crore Mahindra Two Wheelers Europe, a Mahindra subsidiary is set to seek full control of IL&FS Group has completed the sale of its wind energy Peugeot Motorcycles for an undisclosed amount6. The business to Orix Corporation8. Orix Corporation earlier Mahindra Group had acquired 51% equity stake in owned 49% stake in each of the seven wind power Peugeot Motorcycles in 2015. Mahindra Two Wheelers plants of IL&FS Group and has bought out the Europe and the Peugeot Motors team had announced remaining stake in the company. Orix Corporation is a the Performance 2020 plan in July 2018 with an aim to Japanese diversified financial services group grow the company’s operations and drive its growth in headquartered in Tokyo. 2 ISSUE 2 | OCTOBER TO DECEMBER 2019 Total SA to buy 37.4% stake in Adani Gas for INR 5,700 business. Laureate’s business in India includes Pearl crores Academy for Fashion, Media and Design, University of French oil company Total SA has signed a definitive Petroleum and Energy Studies in Dehradun that offers agreement to acquire 37.4% in Adani Gas for about INR courses across disciplines including engineering, 5,700 crores9. This is by far the biggest foreign direct business and law. investment in the country’s gas distribution network. Total SA will purchase the shares in Adani Gas through Warburg Pincus and Vivtera acquires Arise Virtual a tender offer to public shareholders to acquire up to Solutions Inc. 25.2% shares and purchase the residual shares from the Adani promoter family. An affiliate of global private equity fund Warburg Pincus LLC and Vivtera Global Business Services LLP Tech Mahindra acquires BORN Group for $95 Million (“Vivtera”) has acquired Arise Virtual Solutions Inc (“Arise Virtual”)12. Arise Virtual is backed by private Tech Mahindra Limited (“TechM”) has acquired New equity firm Strait Lane Capital Partners. Vivtera is a York based BORN Group for USD 95 million10. BORN business process management firm. This is a debut Group provides consultancy, content creation, deal for Vivtera that was formed in 2018. Arise Virtual maintenance and hosting services. It is owned by is an on-demand customer management business private equity firms True North and Zodius Capital. process solutions provider. True North had acquired controlling stake in the company in 2011. TechM will buy BORN’s Indian unit Patanjali Ayurved completes acquisition of Ruchi Soya and the rest of the entities would be acquired by for INR 4,350 crores TechM’s Singapore arm Tech Mahindra Pte. Patanjali Ayurved Limited (“Patanjali”) has completed Manchester City acquires majority stake in Mumbai acquisition of Ruchi Soya Industries Limited (“Ruchi City FC Soya”) for INR 4,350 crores13. The acquisition will help Patanjali acquire edible oil plants as also soya bean oil Manchester City's parent company City Football Group brands such as Mahakosh and Ruchi Gold. Patanjali has acquired 65% stake in Indian Super League settled INR 4,350 crore of dues Ruchi Soya had towards 11 franchise Mumbai City FC . The remaining shares are financial creditors by infusing INR 1,100 crore equity held by Ranbir Kapoor and Bimal Parekh. This deal and arranging another INR 3,250 crore via debt. would enable Mumbai City FC to boost its standing in Indiabulls Real Estate to sell commercial assets to the league and benefit from the expertise offered by Blackstone Manchester City. Indiabulls Real Estate Limited (“Indiabulls”) has agreed CreditAcess Grameen acquires Madura Micro Finance to sell commercial projects in Mumbai and Gurugram to global investment firm Blackstone Group Inc CreditAccess Grameen (“CreditAccess”) is set to (“Blackstone”) for an enterprise value of INR 810 acquire 100% stake in Chennai based Madura Micro crores. Indiabulls has been selling its completed as well Finance for INR 876 crores. Initially, CreditAccess as ongoing commercial assets to reduce its debt.
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