- Acquisition of NDL’s business undertaking will not entail cash outflow from HGS
- Transaction subject to all applicable regulatory approvals, including NCLT, and shareholder approvals
- HGS’ TMT and NDL’s digital, media and communication businesses have strong synergies
- Acquisition of NDL’s business undertaking opens up a direct-to-consumer practice for HGS in India
Mumbai, India, February 17, 2022: The Board of Directors at Hinduja Global Solutions (HGS) (listed on BSE & NSE) today approved share entitlement ratio of 20:63 for acquisition of NXTDIGITAL Limited (NDL)’s digital, media & communications business undertaking. HGS will issue 20 Equity Shares of Rs. 10/- each (Post issue of bonus equity shares by HGS) for every 63 Equity Shares of NDL of Rs. 10/- each fully paid up.
The share entitlement ratio was determined by independent valuers KPMG Valuation Services LLP and SSPA & Co., Chartered Accountants, and is based on post-bonus equity share capital of HGS.
The proposed acquisition of NDL’s digital, media & communication business undertaking will be an all-stock deal and will not entail cash outflow from HGS. The transaction will be subject to shareholder approval and all applicable regulatory approvals, including NCLT, which is expected to take around 6-8 months. On completion of the transaction, NDL’s digital, media and communication business undertaking would operate as a division of HGS.
As at December 31, 2021, HGS’ equity share capital was Rs. 20.90 crores. On completion of the 1:1 Bonus, the equity share capital would be Rs. 41.80 crores. Upon the Scheme of Arrangement with NDL becoming effective, the equity share capital of HGS would be Rs. 52.48 crores.
“HGS is evolving into a digital-led customer experience transformation company, with a focus on building deep B2B and B2C domain knowledge in specific industries, especially the Telecom, Media and Technology (TMT) vertical. We believe that HGS’ TMT and NDL’s digital, media and communication businesses have strong synergies, and we can leverage each other’s experience, talent, expertise and credentials to grow faster and expand further, globally and in Asia,” said Partha DeSarkar, Executive Director and Group CEO of HGS.
The acquisition of NDL’s business opens up a direct-to-consumer practice for HGS in India and provides a huge opportunity for the company to participate in the rapidly growing Digital India initiative. The proposed transaction once completed, will fuel the new digital, media and communication business’ expansion plans in the digital space, as it looks to harness analytics and automation to grow its portfolio across video, broadband, OTT and WIFI services.
