Let us understand the deal with below-mentioned FAQs.
Ques 1. What will happen to the shareholders of Aricent Technologies(Holding) after the merger?
Answer: The merger of Aricent Technologies in Capgemini is a share swap deal. The swap ratio is mentioned below.
“As per the valuation report dated 10 January 2022 obtained from M/s. SSPA & Co., Chartered Accountants, the share exchange ratio is arrived as of 1:17 (i.e., 1 equity share of Rs. 10 each of the Transferee Company for every 17 equity shares of Rs. 10 each of the Transferor Company)”.
In layman terms, if you are holding 17 shares of Aricent Technologies, then you will get 1 share of Capgemini Tech. Services in your demat account.
Ques 2. What is the Capgemini Tech Services India and Aricent Tech. Valuation as per above report?
Answer: As per valuation report, the value of Capgemini Tech Services per share is Rs. 6509.62 and Aricent Technology Services India is Rs. 378.95 per share.
So, 6509.62/378.95 = ~17
Ques 3. What is the Mcap of Capgemini Tech Services Mcap after the merger?
Answer: Capgemini Tech Services = 59,13,95,00
After the merger, Capgemini Tech Services will issue new shares i.e. ~135054 Shares to public shareholders only.
So, after merger, Total Outstanding Shares would be ~59274554.
Valuation Price = 6509.62
Mcap = ~38000 Crores.
Ques 4. What is Capgemini’s Current Unlisted Market price?
Answer: Currently, in the unlisted market it is available at Rs.12000 per share. And, the Standalone Profit of Capgemini is 1800 Crores. EPS (FY22) would be 316 per share. So, P/E is 37x.
The P/E is very high.
If you see Indian peers like Infosys, Wipro, TCS etc they are currently available at 19x-30x P/E.
The fair Value of Capgemini Unlisted Share Price would be somewhere around Rs. 7500-8000.
Ques 5. Whether this merger is final?
Answer: Yes, it is final. Though for the formalities they have given a chance to any equity shareholder who is desirous to express his/her views or ask questions during the Meeting, may register themselves by logging on to https://emeetings.kfintech.com and click on the ‘Speaker Registration’. Speaker Registration will be open from 26 July 2022 to 28 July 2022.
Please note the shareholders who will have shares as on 23rd July 2022 will be applicable to cast their votes or ask question.
But as majority shareholder is Capgemini Tech with 98.25% shareholding in Aricent Tech consider this merger as final.
Ques 6. Why this merger is happening?
Answer:
a. The amalgamation is expected to enable pooling of resources of the Transferor Company and the Transferee Company to their common advantage, resulting in more productive utilization of the said 35 resources and cost and operational efficiencies which would be beneficial for all stakeholders.
b. The amalgamation is expected to bring greater management focus, integration, enhanced greater financial strength, and economies of scale.
c. The amalgamation is expected to reduce costs, administrative and procedural work and legal compliances, and generally improve efficiency in the corporate decision making of the merged entity.
Ques 7. What will happen to the Aricent Tech Unlisted Shares Shareholders if they are not holding shares in the multiple of 17?
Answer:
Suppose you are an Aricent Tech Shareholder and holding 100 shares of it.
So, 100/17 = 5.88
In this case, you will get 5 shares of Capgemini Tech Shares.
For the 0.88 fraction, you will get cash after deducting the TDS.
Ques 8. Who will get the Capgemini Tech Shares after merger if shareholder of Aricent Tech is no more?
Answer: The concerned heirs, executors, administrators or successors shall be obliged to produce evidence of title satisfactory to the Board of Directors or its duly constituted committee of Capgemini Tech.
Ques 9. What is the business of Capgemini Tech is all about?
Answer:
a) CTSIL is primarily engaged in providing Information Technology (‘IT’) and IT - enabled operations offshore outsourcing solutions and services to large and medium-sized organizations using an offshore/onsite model.
b) CTSIL has its subsidiaries in India, Singapore, United States and United Kingdom.
c) IT services and IT-enabled operations offshore outsourcing solutions are delivered using the offshore centres located in Bangalore, Gurgaon, Bhubaneswar, Hyderabad, Chennai, Noida, Mumbai, Pune, Kolkata, Trichy, Salem and Gandhinagar in India.
Ques 10. What is the business of Aricent Tech is all about?
Answer: ATHL, provides software development and support services to Altran Group companies, for use in the telecommunications industry.
b) The software development services comprise software coding, documentation, testing, and maintenance activities which is undertaken by ATHL under the instructions/ guidance of Associated Enterprises (‘AEs’).
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