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Firstsource Solutions Ltd. — M&A Activity 2021
Nov 10, 2021
61977_rns_2021-11-10_f2ce143c-0d9d-4743-9286-d09248645012.pdf
M&A Activity
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10[th] November 2021
To:
National Stock Exchange of India Limited (Scrip Code: FSL) Exchange Plaza, Plot no. C/1, G Block, Bandra-Kurla Complex Bandra (East), Mumbai - 400 051
BSE Limited (Scrip Code: 532809) Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001
Dear Madam/ Sir,
Sub: Intimation under Regulation 30 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015
Pursuant to Regulation 30 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, we wish to inform that Sourcepoint, Inc., a step down subsidiary of the Company, has executed a stock purchase agreement dated 9[th] November 2021 to acquire 100% stake in The StoneHill Group, Inc. ( “TSG” ), a leading US mortgage services provider focused on quality control and due diligence.
The details required under Regulation 30 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated 9[th] September 2015 is enclosed as Annexure I .
You are kindly requested to take the above on record.
Thanking you,
For Firstsource Solutions Limited Digitally signed by POOJA POOJA SURESH SURESH NAMBIAR NAMBIAR Date: 2021.11.10 12:56:20 +05'30' Pooja Nambiar
Company Secretary & Compliance Officer
Encl.: Annexure 1
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Annexure I
Disclosure under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 : -
| Name of the target entity, details in brief such as size, turnover etc.; |
THE STONEHILL GROUP, INC., a Georgia corporation. Its revenue for the 9 months ended 30thSeptember 2021 is USD 17.3 million |
|---|---|
| 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” |
No |
| Industry to which the entity being acquired belongs |
US based mortgage firm with focus on Loan Quality Control and Due diligence |
| 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); |
Expand and strengthen Firstsource’s US mortgage-based products and services |
| Brief details of any governmental or regulatory approvals required for the acquisition; |
The US mortgage industry is a highly regulated industry. As such, TSG has obtained licenses of governmental authorities of various states in the United States to perform certain mortgage- related services. TSG is required to seek regulatory consent of some of these state governmental authorities for a change of its control |
| Indicative time period for completion of the acquisition; |
Stock Purchase Agreement signed on 9th November 2021 and closing subject to regulatoryapprovals |
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| Nature of consideration -whether cash consideration or share swap and details ofthe same; |
Cash Consideration |
|---|---|
| Cost of acquisition or the price at which the shares are acquired; |
USD 27 Million including earnouts payable on 1stanniversary from closing |
| Percentage of shareholding / control acquired and / or number ofshares acquired; |
100% |
| 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); |
The StoneHill Group, Inc. (“TSG”) founded in 1996, is headquartered at Atlanta, Georgia, USA. It serves a diverse customer-base nationwide in USA. It focuses on loan quality control, due diligence and loan origination services to the US mortgage industry Consolidated revenue of the company is as given below: 9M-CY2021: USD 17.3 million CY 2020: USD 16.8 million CY 2019: USD 9.6 million |
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