FEB 13, 2023
The Competition Commission of India (CCI) approves proposed combination involving acquisition of up to 100% shareholding in the R Systems International Limited by BCP Asia II Topco II Pte. Ltd.
The Proposed Combination pertains to the acquisition of up to 100% shareholding in R Systems International Limited (Target) by BCP Asia II Topco II Pte. Ltd (Acquirer) through – (i) an acquisition of up to 51.67% shareholding from the promoter shareholders of the Target pursuant to a Share Purchase Agreement dated 16 November 2022; and (ii) an acquisition of up to 48.33% shareholding from the public shareholders of the Target through a composite offer (i.e., open offer combined with a delisting offer) to be made by the Acquirer (together with a person acting in concert) under the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and applicable provisions of the Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021 (collectively, the “Proposed Combination”) per the terms and conditions set out in the Detailed Public Statement to the offer published on 23 November 2022.
The Acquirer has not been engaged in providing any products / services and / or performing the business of investment holding in India or worldwide since its incorporation. The Acquirer is controlled by funds advised and / or managed by affiliates of Blackstone Inc.
The Target is a public listed company incorporated in India. The Target and its subsidiaries are engaged in the provision of information technology (IT) and IT enabled services (ITeS) in India and worldwide.
Detailed order of the CCI will follow.