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SQS India BFSI / Expleo Solutions Buyback Review, Offer Details, Price, Dates, Size & more

In this article, we will discuss about SQS India BFSI / Expleo Solutions Limited Buyback offer, buyback price, buyback size, SQS India BFSI / Expleo Solutions Buyback record date, company financial, buyback necessity and its impact on the company.

SQS India BFSI / Expleo Solutions Limited Buyback Details

Buyback TypeTender Offer
Buyback Opening DateMay 30, 2019
Buyback Closing DateJune 13, 2019
Buyback Offer AmountRs. 25,34,92,800/-
Buyback No. of Shares4,60,896
Face ValueRs. 10
Date of Buyback ApprovalJanuary 31, 2019
Date of Public AnnouncementMarch 29, 2019
Buy Back PriceRs. 550/-
Buy Back Premium30.5%
Date of Board MeetingJanuary 31, 2019

SQS India BFSI / Expleo Solutions Buyback Opening and Closing Date

The starting and closing date of this buyback is May 30, 2019 to June 13, 2019.

SQS India BFSI / Expleo Solutions Buyback Cash Offer

The Cash Offer to Buy-back up to 4,60,896 fully paid-up equity shares of the Company of face value of Rs. 10 each, representing 4.30% of the total number of equity shares.

SQS India BFSI / Expleo Solutions Buyback Record Date

The decided record date is Friday, April 12, 2019.

SQS India BFSI / Expleo Solutions Buyback Price

At a price of Rs. 550(Rupees Five Hundred Fifty Only) per Equity Share.

SQS India BFSI / Expleo Solutions Buyback Size

At a buyback price of Rs. 550/- payable in cash for an aggregate consideration not exceeding Rs. 25,34,92,800/- (Twenty-Five Crore Thirty-Four Lakhs Ninety-Two Thousand Eight Hundred Only).

SQS India BFSI / Expleo Solutions Buyback Acceptance Query

You can check for Buyback Acceptance query here. Just click on the given link and it will redirect you to buyback acceptance query page.


SQS India BFSI / Expleo Solutions Buyback Acceptance Ratio

Find profit & profit percentage based on various acceptance rate, The profit is calculated based on 1000 shares.

Acceptance RatioTotal Shares AcceptedBuyback PriceBuyback AmountProfit (Rs)Profit%
20%200550110000214004.83%
40%400550220000428009.66%
60%6005503300006420014.49%
80%8005504400008560019.32%
100%100055055000010700024.15%

Profit is calculated from 30th May 2019 share price i.e. Rs.443 per share of SQS India BFSI / Expleo Solutions Limited.

According to the above table, if a share owner applies for 1000 shares of SQS India BFSI / Expleo Solutions limited & gets 20% acceptance from the company and the owner with 1000 shares will sell 200 shares @ Rs.550 per share & receive Rs.21400 as profit amount & 4.83% profit percentage on selling these 200 shares back to the company.

Similarly, if the owner gets 60% acceptance of share from the company, the owner will sell 600 shares @ Rs.550 & receive a profit of Rs.64200 @ 14.49% profit percentage.


SQS India BFSI / Expleo Solutions Limited Buyback Overview

The Company is engaged in the business of information technology services, more specifically independent software testing (validation and verification) services, exclusively to the banking, financial services, insurance and financial technology industries worldwide.


Company Finances – SQS India BFSI / Expleo Solutions Limited

Expleo Solutions Limited BUYBACKThe salient features of the financial information of the Company as extracted from the unaudited limited reviewed standalone and consolidated financial results of the Company for nine months ended December 31, 2018.

From the audited standalone and consolidated financial statements for last financial year ended March 31, 2018, prepared under Ind AS and from the audited standalone and consolidated financial statements for two financial years ended March 31, 2017 and March 31, 2016, prepared under erstwhile IGAAP are set out below:

[In Rs. Millions]

Standalone Statement
ParticularsNine months period
ended December 31,
2018
As at and for the year ended
FY 2018FY 2017FY 2016
(Unaudited)(Audited)(Audited)(Audited)
Total Income2,212.742,844.912,609.272,692.54
Total Expenses (Incl. Interest
and Depreciation)
1,844.362,415.182,263.782,193.83
Interest0.312.871.961,090.28
Depreciation40.8855.3651.7740.30
Profit before tax368.38429.73345.50498.71
Provision for tax134.43149.66121.63180.07
Profit after tax233.95280.07223.87318.65
Equity Share Capital107.13107.10106.80106.39
Reserves & Surplus/Other Equity881.34906.87932.121,020.57
Total Equity/ Networth988.471,013.971,038.921,126.95
Total debt

 

Consolidated Statement
ParticularsNine months period
ended December 31,
2018
As at and for the year ended
FY 2018FY 2017FY 2016
(Unaudited)(Audited)(Audited)(Audited)
Total Income2,217.032,844.992,610.102,706.32
Total Expenses (Incl. Interest
and Depreciation)
1,807.702,365.852,239.832,144.29
Interest0.312.871.96425.34
Depreciation41.0555.5051.9640.50
Profit before tax409.32479.14370.27562.04
Provision for tax140.67159.38132.14193.04
Profit after tax268.65319.75238.13368.99
Equity Share Capital107.13107.10106.80106.39
Reserves & Surplus/Other Equity1,188.021,178.851,164.431,238.60
Total Equity/ Networth1,295.161,285.961,271.231,344.99
Total debt

SQS India BFSI / Expleo Solutions Limited Buyback Dates

Date of Board Meeting approving the BuybackJanuary 31, 2019
Date of Public Announcement for BuybackMarch 29, 2019
Date of publication of Public Announcement for BuybackApril 1, 2019
Record Date for determining the Buyback Entitlement and the names of Eligible ShareholdersApril 12, 2019
Buyback Opening dateMay 30, 2019
Buyback Closing dateJune 13, 2019
Last Date of verification of Tender Forms by the RegistrarJune 17, 2019
Last date of intimation regarding acceptance / non-acceptance of Tendered Equity
Shares to the BSE Limited by the Registrar
June 21, 2019
Last date of Settlement of Bids on the BSE LimitedJune 24, 2019
Last date of return of unaccepted Equity Shares by BSE LimitedJune 24, 2019
Last date of Extinguishment of Equity SharesJuly 1, 2019

Details of Public Announcement

In accordance with Regulation 7(i) of the Buyback Regulations, the Company has made the Public Announcement
dated March 29, 2019, which was published in the following newspapers on April 1, 2019:

PublicationLanguageEdition
Financial ExpressEnglishAll editions
JansattaHindiAll editions
Makkal KuralTamilChennai

 


Necessity of SQS India BFSI / Expleo Solutions Limited Buyback

Buyback is a more efficient form of returning surplus cash to the members holding equity shares of the Company for the
following reasons:

  • The Buyback will help the Company to return surplus cash to its members holding equity shares broadly in
    proportion to their shareholding, thereby, enhancing the overall return to members;
  • The Buyback, which is being implemented through the tender offer route as prescribed under the Buyback
    Regulations, would involve allocation of higher of number of shares as per their entitlement or 15% of the number
    of shares to be bought back, reserved for the small shareholders. The Company believes that this reservation for
    small shareholders would benefit a large number of public shareholders, who would get classified as “small
    shareholder”;
  • The Buyback gives an option to the members holding equity shares of the Company, who can choose to participate
    and get cash in lieu of equity shares to be accepted under the Buyback offer or they may choose not to participate
    and enjoy a resultant increase in their percentage shareholding, post the Buyback offer, without additional
    investment;
  • The Buyback may help in improving return on equity, by reducing the equity base, thereby leading to long term increase in shareholders’ value; and
  • The Buyback will help to optimize the capital structure.

Impact of SQS India BFSI / Expleo Solutions Limited Buyback on the Company

The Buy-Back is not likely to cause any material impact on the profitability or earnings of the Company except to the extent of reduction in the amount available for investment, which the Company could have otherwise deployed towards generating investment income.

Assuming response to the Buyback is to the extent of 100% (full acceptance) from all the Eligible Shareholders up to their entitlement, the aggregate shareholding of the Promoter after the completion of the Buyback shall increase to 56.17% of the post-Buyback total paid-up Equity Share capital of the Company from 53.75% of the pre-Buyback total paid-up Equity Share capital of the Company, and the aggregate public shareholding of the Company shall decrease to 43.83% of the post-Buyback total paid-up Equity Share capital of the Company from 46.25% of the pre-Buyback total paid-up Equity Share capital of the Company.

The ratio of the aggregate of secured and unsecured debts owed by the Company will not be more than twice the
paid-up capital and free reserves after the Buyback, in accordance with the Act, even if the response to the Buyback is
to the extent of 100%.

Salient financial parameters pursuant to the Buyback based on the audited standalone and consolidated financial statements and the unaudited limited review standalone and consolidated financial results of the Company are set out below:

Parameter (based on audited financial  statements for  year
ended March 31, 2018)
StandaloneConsolidated
Pre BuybackPost BuybackPre BuybackPost Buyback
Net worth (Rs in million)1,013.97751.581,285.961,023.56
Return on net worth (%)28%36%25%30%
Earnings Per Equity Share (Rs)26.1926.4629.9030.33
Book Value Per Equity Share (Rs)94.6773.33120.0799.86
Price / Earnings ratio (times)18.3618.1816.0815.86
Total debt equity ratio (times)

Basis of Calculating SQS India BFSI / Expleo Solutions Buyback Price

The Buyback Offer Price has been arrived at after considering various factors such as the average closing price of the Equity Shares on the Stock Exchanges where the Equity Shares of the Company are listed, the net worth of the Company and the impact of the Buyback on the key financial ratios of the Company.

More on SQS India BFSI / Expleo Solutions Buyback Price Calculation

The Buyback Offer Price represents:

  • A premium of 30.5% and 29.7% over the closing price of the Equity Share on BSE and NSE, respectively, as on January 28, 2019, being the date on which the Company intimated the Stock Exchanges of the date of the meeting of the Board wherein proposal of the Buyback was considered; and
  • A premium of 22.19% and 21.95% to the volume weighted average market price of the Equity Share on BSE and NSE, respectively for a period of one month preceding January 28, 2019, being the date on which the Company intimated the Stock Exchanges of the date of the meeting of the Board wherein proposal of the Buyback was considered.

Source of Funds for the Buyback

The funds for the implementation of the Buyback will be sourced out of the free reserves of the Company and/or such other source as may be permitted by the Buyback Regulations or the Act.

The Company shall transfer from its free reserves a sum equal to the nominal value of the Equity Shares bought back through the Buyback to the capital redemption reserve account and the details of such transfer shall be disclosed in its subsequent audited balance sheet.


SQS India BFSI / Expleo Solutions Limited – Manager to the Buyback

Buyback Manager
ICICI Securities Limited
ICICI Centre, H.T. Parekh Marg, Churchgate,
Mumbai – 400 020, Maharashtra, India
Tel: +91 22 2288 2460
Fax: +91 22 2282 6580
Contact Person: Mr. Shekher Asnani / Mr. Rishi Tiwari
E-mail: [email protected]
Website: www.icicisecurities.com
SEBI Registration Number: INM000011179
Validity period: Permanent
Corporate Identity Number: L67120MH1995PLC086241

SQS India BFSI / Expleo Solutions Limited – Registrar to the Buyback

Registrar
Cameo Corporate Services Limited
‘Subramanian Building’, No.1, Club House Road,
Chennai – 600 002, Tamil Nadu, India
Tel: +91 44 4002 0700 / 0710 / 2846 0390
Fax: +91 44 2846 0129
Contact Person: Ms. Sreepriya K
E-mail: [email protected]
Website: www.cameoindia.com
SEBI Registration Number: INR000003753
Validity Period: Permanent
Corporate Identity Number: U67120TN1998PLC041613

SQS India BFSI / Expleo Solutions Limited Contact Details

Company Contact Details
SQS India BFSI / Expleo Solutions LIMITED
(formerly known as SQS India BFSI Limited)
Corporate Identity Number (CIN): L64202TN1998PLC066604
Registered Office: 6A, Sixth Floor, Prince Infocity II, No. 283/3 & 283/4, Rajiv Gandhi Salai (OMR),
Kandanchavadi, Chennai – 600 096, Tamil Nadu, India Tel: +91 44 4392 3200;
Fax: +91 44 4392 3258; E-mail: [email protected]; Website: www.sqs-bfsi.com;
Contact Person: Mr. S. Sampath Kumar, Company Secretary and Compliance Officer

 


SQS India BFSI / Expleo Solutions Limited Buyback News

News 1 – Buyback PDF / Letter of Offer [Download]

News 2 – SQS India BFSI / Expleo Solutions Ltd – Public Announcement


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