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Ksolves India Limited — M&A Activity 2021
Jun 9, 2021
59517_rns_2021-06-09_1ccacea1-9dac-4b96-82a3-c5f13b72f9ac.pdf
M&A Activity
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Date: June 09, 2021
To Manager Listing Compliance National Stock Exchange of India Limited Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra (E), Mumbai-400 051.
Dear Sir/Madam,
Ref: Intimation under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing Regulations').
NSE SCRIP CODE: KSOLVES
This is to inform you that Ksolves India Limited ("Company") has agreed in principle to acquire "Ksolves LLC, USA". Once the acquisition is complete subject to approval by regulatory authorities, Ksolves LLC, USA will become a fully owned subsidiary of the company.
In this regard, the Company proposes to acquire shares equivalent to 100% (100 per cent) of the total capital of the Ksolves LLC, USA with in expected timeline of 6 (six) months from the existing shareholder of the KSOLVES LLC and to complete the necessary formalities with regulatory authorities of USA pursuant to such acquisition.
The details required under Regulation 30 of the Listing Regulations read with the SEBI Circular No. CIR/CFD/CMD/4/20 | 5 dated September 09, 2015 are enclosed as Annexure |.
Further, pursuant to Regulation 30(8) of the Listing Regulations the enclosed disclosures will be made available on the Company's website at www.ksolves.com.
For and on behalf of Ksolves India Limited
Manisha Kide Company Secretary and Compliance Officer
Ksolves India Limited (Formerly known as Ksolves India Private Limited) Registered Office: H.No. B-8/1, Ground Floor, Saidulajab, Delhi, South Delhi- 110030, India Corporate Office: B-4, Third Floor, Sector-63, Noida-201301, Uttar Pradesh, India Telephone No: 9871977038 Email ld: [email protected] Website: www.ksolves.com
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Annexure-l
Disclosure under sub-para (1) [(i.e., Acquisitions(s) (including agreement to acquire)] of the Para (A) of Part(A) of Schedule III to the Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
| Annexure-lDisclosure under sub-para (1) [(i.e., Acquisitions(s) (including agreement to acquire)] of the Para (A) of Part(A) of Schedule III | ||
|---|---|---|
| to | the Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 | |
| S.n | Particulars | Description |
| 1. | Name of the target entity, details in brief such as size, Name: Ksolves LLCturnover etc.; | Details in Brief: Company is in area of "Business Developmentand Project Delivery of Information Technology Services". |
| Turnover for the year starting from January 01, 2020 toDecember 31, 2020- $112,221 | ||
| 2. | Whether the acquisition would fall withinwhetherpromoter/transaction(s)andpartythe | related The acquisition falls with related party transaction. |
| promoter group/ group companies have any interest Ksolvesin the entity being acquired? If yes, nature of interest promoter, Mr. Ratan Kumar Srivastava. | commonLimitedKsolveshaveandLLCIndia | |
| and details thereof and whether the same is done at | ||
| 3. | "arm's length";Industry to which the entity being acquired belongs; | The transaction is at arm's length price.Information Technology services |
| 4. | Objects and effects of acquisition (including but not This acquisition will enable Ksolves India Limited to scale uplimited to, disclosure of reasons for acquisition of its current operations, business, strengthen its and noticeably | |
| target entity, if its business is outside the main line of expand its footprint in the US geography. Post-acquisition, | ||
| business of the listed entity); | Ksolves LLC will become wholly owned subsidiary of KsolvesIndia Limited. | |
| 5. | governmentalanyBriefdetailsofor | regulatory Ksolves India Limited will acquire 100% capital of Ksolves LLC |
| approvals required for the acquisition; | from Mr. ratan Kumar Srivastava subject to completion of | |
| 6. | completionIndicativetimeperiodforof | formalities with regulatory authority of USA.the The company will make the acquisition in single attempt and |
| acquisition; | not in tranches. The indicative time period is 3-6 months fromthe date hereof and is dependent upon legal closure with | |
| regulatory authorities. | ||
| 7. | Nature of consideration - whether cash consideration Consideration in Cashor share swap and details of the same; | |
| 8. | Cost of acquisition or the price at which the shares are Aggregateacquired; | Companyconsiderationpaidby thefor theacquisition of 100% (hundred per cent) of the total issued and |
| paid-up share capital of the Ksolves LLC is INR 7.86 lacs. | ||
| 9. | number of shares acquired; | Percentage of shareholding / control acquired and/or 100% of capital is being acquired by Ksolves India Limited |
| 10. | products/linebusinessacquired,dateof | Brief background about the entity acquired in terms of Entity getting acquired focuses on business developmentof opportunities in IT services area in USA. Ksolves LLC was |
| lastincorporation, history of3 years turnover, country incorporated | Turnover2019.2020-H2(2019-Nil,ofin | |
| in which the acquired entity has presence and any $112,221)other significant information (in brief); |
Ksolves India Limited (Formerly known as Ksolves India Private Limited) Registered Office: H.No. B-8/1, Ground Floor, Saidulajab, Delhi, South Delhi- 110030, India Corporate Office: B-4, Third Floor, Sector-63, Noida-201301, Uttar Pradesh, India Telephone No: 9871977038 Email ld: [email protected] Website: www.ksolves.com
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