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Datamatics Global Services Limited — Capital/Financing Update 2021
May 27, 2021
61141_rns_2021-05-27_fdc83e0a-3908-45c5-bd5b-c24fd15fbc5c.pdf
Capital/Financing Update
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May 27, 2021
To,
Corporate Communication Department Listing Department BSE Limited National Stock Exchange of India Limited Phiroze Jeejeeboy Towers Exchange Plaza, Bandra Kurla Complex, Dalal Street, Mumbai – 400 001 Bandra (East) Mumbai 400 051. BSE Scrip Code: 532528 NSE Code: DATAMATICS
– Sub: Intimation under Regulation 30 of SEBI (LODR) Regulation, 2015 Acquisition of shares of Subsidiary Company namely Datamatics Staffing Services Limited (“DSS”) on conversion of Loan.
Dear Sir/Madam,
This is to inform you that, the Board of Directors of Datamatics Global Services Limited (“the Company”) at its Meeting held on May 26, 2021, has approved, to convert loan provided to the subsidiary Company Datamatics Staffing Services Limited (“DSS”) into equity shares resulting into increase in the equity stake in DSS.
The Fact of the transaction is as below:
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The Company was having a wholly owned subsidiary i.e. Datamatics Digital Limited (“DDL”);
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DDL was having subsidiary company namely Datamatics Staffing Services Limited (“DSS”) with 51% shareholding;
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DDL had given loan of Rs. 1,80,00,000 (Rupees One Crore Eighty Lacs only) to its subsidiary company DSS by executing Inter-se Loan agreement;
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During the year, DDL got merged with and into the Company and DSS became direct subsidiary of the Company w.e.f. December 7, 2020, vide order of NCLT, Mumbai dated November 6, 2020 with 51% shareholding;
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As per the terms of the Inter-se Loan agreement between DDL (now “the Company”) & DSS, the Company may exercise its right /option to convert the said loan into equity shares;
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Accordingly, the Company has proposed to convert the loan of Rs. 1,80,00,000 (Rupees One Crore Eighty Lacs only) into such number of Equity Shares as may be decided by the Board of Directors of DSS.
The details as required pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with SEBI Circular No. CIR/ IR/CFD/CMD/4/2015 dated September 09, 2015, is annexed as “ Annexure-A” .
For Datamatics Global Services Limited
DIVYA Digitally signed by DIVYA KUMAT KUMAT Date: 2021.05.27 15:02:42 +05'30' Divya Kumat EVP, Chief Legal Officer & Company Secretary
DATAMATICS GLOBAL SERVICES LTD. Knowledge Centre, Plot 58, Street No. 17, MIDC, Andheri (East), Mumbai - 400 093. INDIA | Tel: +91 (22) 6102 0000/1/2 | Fax : +91 (22) 2834 3669 | CIN: L72200MH1987PLC045205 | [email protected] | www.datamatics.com
Annexure – A
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| Sr. No. | Particulars | Details |
|---|---|---|
| 1. | Name of the target entity, details in brief such as size, turnover etc. |
Name : Datamatics Staffing Services Limited (DSS) Turnover:₹5,62,75,081 |
| 2. | Whether the acquisition would fall within related party transaction(s) and whether the promoter/ promoter group/ group companies have any interest in the entity being acquired? If yes, nature of interest and details thereof and whether the same is done at “arm’s length”; |
Yes. The transaction is at arm’s length. The Company currently holds 51% of the Equity Stake in the target Company. Members of the Promoter & Promoter Group are on the Board of Directors of the target entity. |
| 3. | Industry to which the entity being acquired belongs |
Support service to organizations such as placement agencies, staffing and HR management services. |
| 4. | Objects and effects of acquisition (including but not limited to, disclosure of reasons for acquisition of target entity, if its business is outside the main line of business of the listed entity); |
To convert loan provided to DSS for an amount of₹1,80,00,000/- (Rupees One Crore Eighty Lacs Only) into equity shares, resulting into increase in its equity stake. |
| 5. | Brief details of any governmental or regulatory approvals required for the acquisition; |
NA |
| 6. | Indicative time period for completion of the acquisition; |
Within 45 (Forty Five) days from the date of the Board meeting held on May 26, 2021 |
| 7. | Nature of consideration - whether cash consideration or share swap and details of the same; |
Consideration other than cash as conversion of loan of₹1,80,00,000/- (Rupees One Crore Eighty Lacs Only) into equity shares of DSS. |
| 8. | Cost of acquisition or the price at which the shares are acquired; |
₹1,80,00,000/- (Rupees One Crore EightyLacs Only). |
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| 9. | Percentage of shareholding / control acquired and / or number of shares acquired; |
Percentage of Shareholding to be acquired: 46.42% of total issued equity; Total holding post acquisition – 97.42% Number of Shares to be acquired: 18,00,000 |
|---|---|---|
| 10. | Brief background about the entity acquired in terms of products/line of business acquired, date of incorporation, history of last 3 years turnover, country in which the acquired entity has presence and any other significant information (in brief); |
Line of Business: Support service to Organizations such as placement agencies and HR management services. Date of incorporation: April 25, 2003 Country in which acquired entity has presence: India Details of Turnover: Turnover of last 3 years: 2020-21:₹5,62,75,081 2019-20:₹7,74,33,055 2018-19:₹7,69,02,107 |
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