Tanla Solutions Ltd (“Tanla”) (NSE: TANLA) (BSE: 532790) today completed the acquisition (“Acquisition”) of 100% shareholding of Karix Mobile Pvt Ltd (“Karix”) and its wholly owned subsidiary Unicel Technologies Pvt Ltd (“Unicel”) from Banyan Investments Ltd (“Banyan”), a company owned by funds affiliated with GSO Capital Partners L.P. (“GSO”).
Consideration for the Acquisition was approximately Rs.340 Crores, comprising:
1) Rs.112 Crores in cash;
2) Preferential Allotment to Banyan of 2.20 Crores Equity Shares in Tanla at a Face Value of Re.1 only, at a rate of INR 56.79 per share totaling Rs.125 Crores; and
3) Tanla assuming the debt on Karix’s book of Rs.103 Crores.
This acquisition is being funded by Tanla with cash on balance sheet.
Post-acquisition, the shareholdings (on a fully diluted basis) of Tanla would be; Promoters: 31.2%, and GSO: 14.6%.
As a result of the Acquisition, Karix has become a wholly owned subsidiary of Tanla (and Unicel will remain a subsidiary of Karix), effective April 10th, 2019.
As a result of the Preferential Allotment to Banyan, Banyan will hold an observer seat on Tanla’s Board of Directors.
Tanla announces the appointment of Mr. Alex Howell (Managing Director at GSO) as observer on Tanla’s Board. Alex is an alumnus of London School of Economics and brings with him more than 14 years of rich experience in financial markets in a number of areas such as M&A, leveraged & equity financings and public credit markets, having previously worked at Lehman Brothers, Nomura, and (since 2012) GSO.
