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Intellectual property and M&A
Intellectual property refers to intangible property that is the result of creativity such as patents or trademarks or
copyrights. With the increasing M&A activity in the dynamic business environment we observe intellectual
property issues in M&A transactions to be growing.…..
Click here to read more...

The Nestle Story -A journey of how Nestle became what it is today…

It all started in the year 1867, when Henri Nestlé a pharmacist developed a formula for premature infants
called “Farine Lactée Nestlé”, an infant cereal specially formulated to provide and improve infant nutrition.
People then began to recognize the value of the new product and thus the foundation for Nestle was laid…..
Click here to read more...

Myths around M&As’

Good enough is good enough- According to a recent global study, many companies are far more confident
than they should be while making a deal. To beat the odds, companies need to improve their capabilities in
every phase of the M&A process, from pipeline management and deal execution to integration and ongoing
operations…..
Click here to read more...

Featured M&As’
1. Disney acquired Marvel Entertainment Limited
2. Cadbury and Kraft
3. Glaxo eyeing stake in Dr.Reddy's
4. Alstom to partner BHEL- NPCIL, Joint Venture
5. NEC, Casio, Hitachi to merge cell phone operations
6. Bloomberg – UTV tie-up
7. PSA Peugeot Citroën and Mitsubishi tie up
8. IL&FS and Maytas Infra

Crossword Click here

Mind Bender Click here


Intellectual property and M&A
By Pavithra K
Intellectual property refers to intangible property
that is the result of creativity such as patents or
trademarks or copyrights. With the increasing M&A
activity in the dynamic business environment we
observe intellectual property issues in M&A transac-
tions to be growing. The importance of intellectual
property and how it should be handled depends on
the various factors involved in the transaction. The
factual context drives many of the issues, including
the significance of technology or brands
(trademarks) to the target, whether the technology or
trademark is owned or licensed, whether the target is
a stand-alone business or is a division or subsidiary
of a larger corporation and whether the purchaser
will operate the target as an independent business or
expects to use its technology or trademarks with ex-
isting businesses or products.
Stages of M&A activity comprises of: The growth
strategy identification, target selection and evalua-
tion, negotiation, IP due diligence, final negotiation/
execution of the deal and post closing integration.
During the first stage: Acquiring new IP can en-
hance value by creating barriers for competitors try-
ing to enter the market, ensuring freedom to operate,
minimizing infringement risk via cross-licensing and
facilitating joint ventures and strategic alliances.
During the target selection and evaluation stage:
IP plays an important role in as the target’s IP may
highlight if and how value can be obtained as a re-
sult of combining IP portfolios. In certain instances,
the buyer can obtain considerable value after closing
of the deal by selling or licensing certain acquired IP
assets.
During the due diligence stage: IP is considered
first during the due diligence stage of the M&A
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process. Due diligence involves a complete assess-
ment of the IP portfolio, and involves examination of
the target’s IP-related files, consultations with the
target’s IP counsel, examination of the target’s ex-
clusivity positions, freedom to operate, IP license
agreements, enforcement problems and other rele-
vant IP issues. At this stage, the previously undis-
closed or unappreciated IP risks could be uncovered
that in a worst-case scenario could prevent the clos-
ing of the deal. It, illustrates why it should be con-
sidered bad practice to wait until this late stage of
the deal to first start looking into IP issues.
During final M&A process: The IP-related terms
and conditions of the agreement should be carefully
worked out, and the IP portfolio should be carefully
documented and organized. Extreme care must be
taken to ensure that valuable pending IP rights are
not impaired or lost during and immediately after
closing, especially if the IP portfolio is large. Fi-
nally, for the acquirer, IP integration is an important
part of the post-closing stage of the M&A process.
At this point, the acquired patent portfolio should be
carefully reviewed to determine which patents can
potentially strengthen the acquirer’s patent position
and which do not. Considerable value can be ob-
tained after closing of the deal by selling or licensing
IP assets that do not strengthen the acquirer’s patent
position. The value of the combined IP portfolio can
be further enhanced by acquisition or licensing of
additional third party IP.
Thus a competent and diligent evaluation of the tar-
get’s IP portfolio throughout the M&A process can
provide significant value to the acquirer or prevent a
bad deal from happening.
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The Nestle Story -A journey of how Nestle became what it is today…

By Andrea Simento

How it all began The Current Scenario

It all started in the year 1867, when Henri Nestlé a
pharmacist developed a formula for premature in-
fants called “Farine Lactée Nestlé”, an infant cereal
specially formulated to provide and improve infant
nutrition. People then began to recognize the value
of the new product and thus the foundation for Nes-
tle was laid.
The growth trajectory…
From its first historic merger with the Anglo-Swiss
Condensed Milk Company in 1905, Nestle has
evolved and grown to become the world’s largest
and most diversified food Company, twice the size
of its nearest competitor through a spate of Mergers
and Acquisitions right from its inception.
The very name Nestle is the result of a series of Joint
Ventures and Alliances that Nestle has been a part of
which have been illustrated chronologically below.
As of today Nestle continues to grow worldwide. For
the first half of 2009, Nestle has achieved a 3.4%
organic growth and a 30 basis points improvement
in its EBIT margin. Nestlé has delivered a combina-
tion of growth and increased profitability in the first
half of this year.
The success of Nestlé’s efficiency initiative, Nestlé
Continuous Excellence enabled increased invest-
ment in consumer-facing marketing and R&D,
which is a leading indicator of the acceleration in
volume-driven organic growth in the second half of
2009. Cost of goods sold and Distribution costs were
also reduced by 30bps.
Further, Nestlé's healthy cash flow over the first half
enabled it to return about CHF 6.5 billion in cash to
its shareholders. Nestle remains committed to its
strategic direction focused on sustainable, long-term
profitable growth and is well placed to capture op-
portunities as economic conditions improve.
Contd...

1866 Foundation of Anglo-Swiss Condensed Milk Co.

1867 Henry Nestlé's Infant cereal was developed
1905- Nestlé and Anglo Swiss Condensed Milk Co. (new name after merger)
1918 Started operations in United States, Britain, Germany and Spain
Debt reduced due to falling demand for milk products, Operations streamlined, ex-
1920-
pansion into new products like chocolate
1929
Merger with Peter, Cailler, Kohler Chocolats Suisses S.A.
1934 Launch of Milo
Profits dropped from $20mn in 1938 to $6 mn in 1939
1938 Operations launched in developing countries
Launch of Nescafe
1947 Nestlé Alimentana S.A. ( merger with Maggi seasonings and soups)
1948 Launch of Nestea and Nesquik
1971 Merger with Ursina-Franck
1974 L’Oreal (associate) –Diversification began
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Venture outside Nestlé’s traditional markets

1977 Acquisition of Alcon (2002: partial IPO; 2008: partial sale)
Nestlé S.A. (new co. name)
Divestiture in several businesses
1980-
Improved bottom line and a new round of acquisitions
1984
Galderma (JV with L’Oreal)
1985 Acquisition of Carnation (with Coffee-mate and Friskies)
1986 Creation of Nestlé Nespresso S.A.
1988 Buitoni-Perugina, Rowntree (with KitKat)
1990 Cereal Partners Worldwide (JV with General Mills)
1991 Beverage Partners Worldwide (JV with Coca-Cola)
1992 Perrier (with Poland Spring)
1993 Creation of Nestlé Sources Internationales (2002: Nestlé Waters)
1997 Creation of Nutrition Strategic Business Division (2006: Nestlé Nutrition)
San Pellegrino and Spillers Pet foods
1998
Launch of Nestlé Pure Life
2000 Power Bar
2001 Ralston Purina
Merger of Nestlé’s ice cream business into Dreyer’s
Acquisition of Schöller and Chef America
2002
Dairy Partners Americas (JV with Fonterra)
Laboratoires innéov (JV with L’Oreal)
2003 Acquisition of Mövenpick ice-creams
2005 Wagner, Protéika and Musashi
Creation of Food Services Strategic Business Division
2006 Lactalis Nestlé Produits Frais (associate)
Jenny Craig, Uncle Toby’s and Delta Ice Cream
2007 Novartis Medical Nutrition, Gerber and Henniez

“I think that the main challenge is a question of ambition. It is about people not ac-
cepting that our job is done . I think it is also a question of mind-set. We need to
make sure that Nestlé's people are thinking about how we could be delivering better
growth, because growth is the basis of everything we do.”

Myths around M&As’
By Ramya . L
1. Good enough is good enough- According to a
recent global study, many companies are far more
confident than they should be while making a deal.
To beat the odds, companies need to improve their
capabilities in every phase of the M&A process,
from pipeline management and deal execution to
integration and ongoing operations. The goal is to
make M&A fast, efficient, and repeatable and to
manage risk effectively. As deals become an increas-
ingly important part of corporate strategy, a “good
enough” approach to M&A probably isn’t.
2. Smart companies don’t do dumb deals- Many
companies start out with a clear rationale for any
particular transaction. But along the way, the deal
takes on a life of its own and can keep moving for-
ward even when it doesn’t make sense. There are
plenty of excuses for this behaviour. Corporate de-
velopment team who are rewarded for doing deals,
Investment bankers who get paid only if the deal
closes. Company leadership that has painted itself
into a corner by telling the board the deal is strate-
gic. Whatever the reason, it’s easy for smart people
to ignore the danger signs and get sucked into a bad
deal. Sometimes the best deal is one that doesn’t get
done
3. M&A matters only during boom- Good deals
are usually a function of strategy and execution not
the economy. But that’s not to say companies should
ignore broad economic conditions. Especially since
there’s less margin for error during lean times. Typi-
cal deal analyses examine a wide range of details
about operations and finances, but often take a fairly
static view of the overall business environment.
That’s a mistake. Consider a full range of scenarios
and how to manage risk in different situations. To
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make sure you’re not missing good opportunities,
you need a strong deal flow.
4. Acquisitions are the only deals that create
value- Acquisitions are the glamorous side of M&A.
But divestitures can be just as important, especially
in tough times. Unfortunately, too many CEOs want
to sell as quickly as possible so they can focus on
their core business. They want to dump underper-
formers quickly. After all, businesses that don’t fit
the strategy anymore are simply distractions.
5. Numbers don’t lie- In the old days; companies
would determine a target’s value by slapping a stan-
dard multiple on EBITDA. But in today’s ultra-
competitive market, that traditional approach just
isn’t good enough. Most companies are pretty good
at assessing plain-vanilla deals involving mature
companies with stable earnings. However But re-
member, a financial model is only as useful as the
insight it provides. Complexity for the sake of com-
plexity is a waste of time
6. Don’t worry about integration until the deal is
done- Deal-making is hard, but integration is even
harder. If you’re not careful, it can drag on months
after the transaction closes making it tough to cap-
ture the expected value. That’s because integration
covers a huge range of areas: products, customers,
compensation, sales, performance measurement, IT
systems, facilities, branding, and more. If things can
go wrong, they will.
Contd...

7. This one looks clean. Just kick the tires- Some
companies subscribe to the idea that public compa-
nies don’t require due diligence. Others cut so many
corners that they end up with a bad deal. Focus on
areas that have the greatest impact on value (your
financial model can show you where). Also, look for
deal-breakers hidden risks that are likely to have a
material impact on your decision. Dig deep, yes, but
don’t get lost in the weeds.
8. It’s all about price- Many times deal-makers un-
derstand what it takes to get a good deal done, it’s
also worth reviewing the basics those principles that
most executives already know, but sometimes ig-
Disney acquired Marvel Entertainment Limited
By Abhishek Singh and Abin Paul
Nearly 5000 superhero has changed their home as
Disney has acquired the Marvel entertainment ltd
(MVL). Considering the statistics of the deal, based
on the closing price of Disney on August 28, 2009,
Marvel shareholders would receive a total of $30 per
share in cash plus approximately 0.745 Disney
shares for each Marvel share they own. The transac-
tion value is $50 per Marvel share or approximately
$4 billion. Marvel will continue to be operated by
longtime President and CEO Ike Perlmutter, who
will oversee the brand but will not join the Disney
board.
The deal is expected to close by the end of the year
and marks Disney's biggest acquisition since it pur-
chased Pixar Animation Studios Inc., the maker of
"Up", “Toy Story 1, 2”, “A Bug’s Life”, “Wall E”,
"Cars," for $7.4 billion in stock in 2006.
Buying Marvel is meant to improve Disney's follow-
ing among men and boys. Disney acknowledges it
lost some of its footing with guys as it poured re-
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nore. Sellers may be more interested in closing a
deal quickly than in securing top dollar. Create a
compelling offer instead of just throwing money at
the problem.
It’s okay to pay a premium on a specific opportunity,
as long as you know exactly how it contributes to
your overall strategy and have a realistic financial
plan to make up the difference downstream.
Reference:
1 “The Big Deals: Promises Unfulfilled,” Chicago Tribune, March 2001.
2 Deloitte Research and EIU study. “Strategic Acquisitions Amid Busi-
ness Uncertainty: Charting a Courfor Your Company’s M&A,” November
2007.
3 Gerry McNamara, Jerayr Haleblian, and Bernadine Johnson Dykes.
“The Performance Implications of Participating in an Acquisition Wave,”
Academy of Management Journal Vol. 51, No. 1 (2008).
4 Michael E. Raynor. The Strategy Paradox (New York: Currency Dou-
bleday, 2007).
5 Deloitte Consulting study. “M&A—Sales and Marketing Effectiveness
Evaluation,” April 2006.
sources into female favorites such as "Hannah Mon-
tana" and the Jonas Brothers. While Marvel is a huge
brand between men and boys, with masculine super
heroes like Spiderman, Iron man etc.
Marvel had plenty of projects lined up for the future,
and a DEEP pool of storylines and characters to
draw from for the future. They were not hard up for
business. Before this deal went through, there were
(and still are):
I) Three more Spider-Man movies scheduled for
release by Columbia Pictures
II) Future Movie Releases of X-Men, Fantastic
Four, Silver Surfer, and Daredevil from 20th Cen-
tury Fox
III) A five-picture deal for Marvel movies with
Paramount Pictures
IV) An attraction at Universal Studios Florida
called Marvel Super Hero Island.
 Back to Contents

Cadbury and Kraft

By Andrea Rosario and Akshay Thusoo

The company formerly called as Cadbury
Schweppes demerged its Americas beverages busi-
ness last year and disposed of its Australia Bever-
ages to Asahi Beverages of Japan in April.
Cadbury has rejected the 17.7$billion bid from the
US company Kraft on the grounds that it underval-
ued the British Company.
Kraft is the world second largest food producing
company with 42$ billion in annual revenues. The
union will thus enable the company to become a
powerhouse in snacks, confectionary and quick
meals. They are looking for leading positions in de-
veloping markets like Brazil, Mexico, China and
Russia.
Cadburys shares soared nearly 40% on the news.
Kraft foods Inc had on 7th September 2009 proposed
a 10.2 billion pound takeover of Cadbury, but this
was rejected by the British manufacturer of choco-
lates and candies.
Kraft had proposed to pay 300 pence in cash and
0.2589 new Kraft Food shares per Cadbury share, by
valuing Cadburys share at 745 pence. It would give
investors nearly 15% market share in the world’s
largest confectionery company. The deal is roughly
financed by cash and 60% stock. Cadbury has asked
Kraft to make the deal a little better by having more
cash. It hence also has decided to carry on, on its
own if a better deal doesn’t come their way i.e their
standalone policy.
Mars and Wrigley hold around 26%market share and
Hershley is one of the biggest competitors for Cad-
burys in the North American Market. The deal
would help to sway the balance of power.
However it is said that Nestle might make a counter-
bid for Cadbury. Hershley and Cadbury have a li-
censing agreement that allows Cadbury to sell Her-
sheley products this includes Mounds candy bars,
York peppermint patties while Hersheley makes
Cadbury chocolates in the United States.Hershely
also has a licensing agreement with Nestle to make
Kitkat bars and Rolo candies in the United States.
In 2008 Cadbury has a 10.3 % share of the world
confectionary market, coming second to Mars Inc
with 14.8% and Kraft was fifth at 4.5%.Cadbury cur-
rently has around 28.4% of the worlds gum market
and Kraft has 0.1%.
Date (of the deal) 7th September 2009
Acquirer Kraft Foods
Acquiree Cadburys
Deal size $17.1 billion
Type (Merger/Acquisition) Takeover
Purpose (growth/expansion any other)- to lift the
revenues from 42 billion’s dollars to 50 billion dol-
lars and to make UK a net beneficiary in terms of
jobs it would also enable Kraft to be the leading
powerhouse in confectionery, snacks and quick
meals.

This deal would also enable Kraft to attain a footing

in the growing chewing gum industry where Cad-
bury holds market leading brands including Trident
and Halls.

Glaxo eyeing stake in Dr.Reddy's
By Mainak Nath and Vinusha K
GlaxoSmithKline is in talks to buy a 5 percent stake
in Indian drugmaker Dr Reddy's Laboratories in a
deal likely to be valued at $150 million.The report
lifted Dr Reddy's shares to a 3-1/2-year
high.Analysts said such a move would fit well with
British-based Glaxo's declared strategy of building
up its presence in key emerging markets and provide
a fillip for Dr Reddy's.Dr Reddy's shares gained 3.6
percent, after earlier rising as much as 7.8 percent,
while Glaxo added 2 percent.
Both the parties, Dr Reddy's and Glaxo, will benefit
from a deal. There is a lot of synergies between the
two companies.Dr Reddy's will get a lot of mileage
in terms of selling their products in new markets,
while Glaxo will get access to a basket of generics at
a time when a large numbers of drugs are going off
patent.The two companies already have close ties,
reflecting the increasingly friendly connections be-
tween Western makers of branded drugs and Indian
generic producers.
In June, the two firms signed an alliance that gave
Glaxo access to Dr Reddy's portfolio and future
pipeline of more than 100 branded pharmaceuticals.
India's drug industry, which is dominated by home-
grown generic firms, is drawing overseas firms as
they look to sustain growth and quickly build a ge-
neric presence.The Indian firms had thrived on
booming global demand for generic drugs as nations
around the world battle rising healthcare costs, but
they are now facing stiff pricing pressure as more
drug makers jump into the generics.Increased scru-
tiny of manufacturing standards by overseas regula-
tors is also a worry as it could delay new launches.
Glaxo has also been spreading its wings in Africa. In
May, it bought a 16 percent stake in Africa's biggest
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generic drug maker, Aspen Pharmacare in an asset-
transfer deal worth 3.47 billion rand ($465 million).
Dr Reddy's Laboratories has said the founders of the
Indian drug maker had no plans to sell their stake in
the company, denying media and market talk about a
possible deal with a global pharma major."The pro-
moters have no intention of diluting their stake in the
company and it is purely a market speculation," Dr
Reddy's, India's No. 2 generic drug maker, said in a
statement .
The Times of India on Friday said possible suitors
being talked about as buyers for the founders' stake
of about 23 per cent included GlaxoSmithKline
PLC, Pfizer Inc, Merck & Co Inc and Sanofi-
Aventis.
The stock had risen as much as 7.5 per cent on
Thursday to its highest in more than three years, be-
fore closing up 3.65 per cent at 821.15 rupees.The
shares initially extended gains on Friday but then
fell. At 0824 GMT, the shares were down 1.6 per
cent at 808 rupees in a Mumbai market that was
down 0.15 per cent.
The DNA newspaper reported, without citing
sources, that Glaxo was offering 950 rupees a share
to buy a stake either from the promoters or an exist-
ing large investor. Officials at Glaxo could not im-
mediately be reached for a comment.
Hyderabad-based Dr Reddy's and local rivals such as
Ranbaxy Laboratories and Cipla have thrived on
booming global demand for generic drugs as nations
around the world battle rising healthcare costs.

Alstom to partner BHEL- NPCIL, Joint Venture
By Devika Varma and Anjali Isabella
BHEL which is a state run power equipment maker
had signed a joint venture agreement with NPCIL in
April 2008 for providing engineering, procurement
and construction services in nuclear power sector.
BHEL the power equipment maker was searching
for a third partner for its already existing joint ven-
ture with the Nuclear Power Corporation. It was in
talks with foreign companies, including Alstom, for
manufacturing turbines for nuclear power plants.
BHEL is still in talks with Alstom. According to
various sources it has finalized Alstom as its third
partner. The formal induction is likely to be formally
announced next month. It is believed to have final-
ized Alstom as its technological partner for its pro-
posed joint venture with Nuclear Power Corporation
of India to undertake nuclear power projects.
Alstom, BHEL- NPCIL is a proposed joint venture.
BHEL wants to partner with the third company.
NEC, Casio, Hitachi to merge cell phone operations
By Vasanth Kumar and Elizabeth Jose
NEC Corp., Casio Computer Co. and Hitachi Ltd.
have agreed to merge their mobile-phone manufac-
turing operations with the aim of reducing develop-
ment and manufacturing costs by integrating current
manufacturing and research operations and pushing
into overseas markets.
The integration is likely to take place in April 2010
giving rise to a new joint venture called NEC Casio
Mobile Communications and will shift their stakes
further to give NEC a 70.7% stake, Casio 20% and
Hitachi 9.3%.
NEC, Casio and Hitachi together controlled about
20% that is sales of 505 billion yen ($5.6 billion) by
shipments of Japan’s mobile phone unit sales in the
year ended in March, according to research firm
BCN Inc. The merger would nudge out No.2 Pana-
sonic Corp and come a close second to Sharp Corp,
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Therefore there is no acquirer and acquire position
here. It’s an alliance among the three.
The technological partner Alstom may be given eq-
uity in the joint venture company. However the per-
centage of the equity and other details are not yet
announced and not made known to the public as of
now.
BHEL is focusing on nuclear power generation and
for this purpose was looking for technology tie-ups
for the manufacture of turbine and generator sets.
The turbines would be manufactured at the com-
pany’s Bhopal unit. The company already has a tie
up with GE-Hitachi for making nuke reactors. It is
manufacturing nuclear heat exchangers for the joint
venture company.
The main purpose for this joint venture is that it
wants a technological partner for the manufacture of
turbine and generator sets.
with 22%.
"We should take a chance to expand our business
overseas" said Akihito Otake, NEC's executive vice
president. By the fiscal year ending March 2013, the
NEC-Casio-Hitachi alliance aims to sell 12 million
handsets globally, seven million in Japan and five
million overseas to grab a 23% market share in Ja-
pan and make it the biggest supplier at home.
NEC supplies handsets to phone companies NTT
DoCoMo Inc and Softbank Corp, while Casio Hi-
tachi Mobile Communications supplies KDDI Corp,
US firm Verizon and South Korea’s LG Telecom
Co.
Prior to the announcement, shares in NEC closed
down 2.9%, in line with Tokyo’s electrical machin-
ery index. Casio fell 4.5% and Hitachi 4.4%.

Bloomberg – UTV tie-up
By Swetha N and Deepthi K
UTV has decided to enter into an alliance with
Bloomberg. By doing this it hopefully desires to re-
brand itself as Bloomberg- UTV. The co-branded
television is expected to deliver real time business,
political and economic news to the country.
UTVi, launched in 2008, is presently at the bottom
of the ratings list for business-news television chan-
nels. It is interesting to note that UTVi channel has a
content tie-up with ABC News, but UTVi has virtu-
ally stopped using the ABC News content.
According to the deal between Bloomberg and UTV
Software Communications, Bloomberg, reportedly,
will get a 10% stake in UTV News Limited, the
business channel UTVi will get Bloomberg’s con-
tent and also will become a co-branded channel
named Bloomberg-UTV.
PSA Peugeot Citroën and Mitsubishi tie up
By Akash Sablok and Alex K. Philip
PSA Peugeot Citroen, the French auto maker, is con-
sidering a tie-up with Mitsubishi of Japan. Though
there is no source the La Tribune quoted that Peu-
geot head Philippe Varin was "actively considering
an alliance with Mitsubishi. As soon as the news
broke out the share prices of PSA Peugeot Citroen
jumped by 6.57% on 3rd September.
The two companies have already agreed to launch an
electric car in Europe by the end of 2010. The
French and Japanese car makers said that the un-
named vehicle will be based on Mitsubishi’s i-
MieV, which was launched in the Japanese market
in June this year.
The car will be built in Japan and the carmakers tar-
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In addition Bloomberg will get a license fee, at the
same time Bloomberg has sought a share of the
UTVi channel’s revenues.
It is also ensured that India will have access to the
Bloomberg’s global feed supported by 145
Bloomberg news bureaus. Also the addition of 14-15
million television sets in India every year is expected
to drive the business viewership in India.
On the whole this collaboration believes that the au-
dience in India will strongly benefit from the news,
analysis and the world’s most powerful business
analytics tools that Bloomberg brings to forefront.
get eventual annual global sales of 50,000 vehicles,
PSA Peugeot Citroen spokesman Jean-Marc Sarret
said. Half of these sales will be made by Peugeot and
Citroen in Europe, the rest by Mitsubishi in Japan
and elsewhere.
Peugeot and Citroen will announce the names of
their respective electric cars in the coming days, the
car will be able to drive for 130 kilometers (81
miles) between charges, with a battery that can be
fully recharged in six hours, Sarret said.

IL&FS and Maytas Infra
By Abhishek Joy Phillips and Akolkar Sai Vikas
Infrastructure leasing and financial services Ltd.
(IL&FS) will be the new promoter of the Maytas
Infra
Date (of the deal):
31st August, 2009
The decision was arrived at following a consensus
among stake holders before country law board
(CLB) as announced by union Minister for Corpo-
rate Affairs Salman Khurshid.
Acquirer:
Infrastructure leasing and financial services Ltd.
(IL&FS)
Infrastructure Leasing and Financial Services Ltd
(IL&FS), a leading infrastructure development and
finance company. It has been associated with Maytas
Infra as a stakeholder as well as a partner in big pro-
jects. IL&FS proposes to “construct and develop
plans to generate and infuse fresh capital at an ap-
propriate stage through QIP (qualified institutional
placement) to improve the financial position.”
QIP is a method of raising equity by a listed com-
pany. The process is issuing shares to financial insti-
tutions like banks, with no involvement of retail in-
vestors.
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Acquiree:
Maytas Infra
Maytas Infra had a net loss of Rs 490 crores against
net profit of Rs 99.66 last year. It owes Rs 750
crores to its vendors and Rs 1700 crores to banks.
Deal size:
IL&FS at present currently holds 14.5% shares in
Maytas. IL&FS will spend 150 crores to acquire
22.6% pledged stake by the firm’s promoters. Thus
IL&FS will have a total of 37.1% stake.
IL&FS has 37% share and thus is the biggest stake-
holders in Maytas Infra. The Raju family will be the
second largest share holder in Maytas followed by
foreign institutional investors and Sicon Ltd.
IL&FS will offer to buy another 20% from share
holders and infuse inject Rs 55 crores into Maytas
within 3 months. This infusion will be carried
through by the debts. Beyond that there wouldn’t be
any funds infusion.
As per Sebi rules, any company that acquires more
than 20% of the share capital of another company
must make an open offer to the public. Hence Khur-
shid said an open offer would follow for the inves-
tors
 Back to Contents

Crossword
By Siddharth and Thomas

ACROSS
1 An Attorney who specializes in M&A transactions is a ____Attorney
2 Richest women in India
7 SAIL has a strategic alliance with this steel company
9 The Indian company with acquired Canada based Novelis for a deal worth $5982 million
12 Company that operates 'HOME' online play for gamers
14 Company acquired by Dell for software solutions

DOWN
3 This company has patented the number '31'
4 ______ mergers occurs when a private company buys a publicly listed shell company, usually one with no
business and limited asset
5 This bank has a special account 2611 where people can deposit funds for 26/11 victims
6 Daewoo electronics corp. was acquired by this company for a deal of $729 million
8 The company to be acquired by the Indian telecom giant Bharti belongs to which continent
10 A Indian company that tied up to have a particular brand to cobranded with Winnie the pooh
11 This is the first Google powered android handset launched in India by Samsung in partnership with Tata
Teleservices
13 French car maker Renault has partnered with this automobile company to launch a small car in India
 Back to Contents

Mind Bender
By Supreetha S

What does this picture indicate in M & A terms?

____ ____
 SYMBIONTS’ are organisms which come together for mutual bene-
fits, Just like companies go for Mergers & Acquisition.

SYMBIONT is a monthly newsletter dedicated exclusively for

Mergers & Acquisitions.

It is managed by the MBA students of Christ University Institute of

Management.

SYMBIONT also has an online forum for discussions regarding

Mergers and Acquisitions.

Readers are welcome to join the online forum at

http://mna.wetpaint.com and contribute to the discussions.

Team Symbiont Answers to last month’s Crossword

1. Andrea Simento
2. Dilip Suresh Kumar S
3. Pavithra K
4. Ramya L
5. Supreetha S
6. Abhishek Joy Phillips
7. Abhishek Singh
8. Abin Paul
9. Akash Sablok
10. Akolkar Sai Vikas
11. Akshay Thusoo
12. Alex K. Philip
13. Andrea Rosario
14. Anjali Isabella
15. Deepthi K
16. Devika Varma
17. Elizabeth Jose
18. Jimmy Chacko
19. Kiran Kumar
20. Mainak Nath
21. Richard Vincent
22. Siddharth Saluja
23. Swetha N
"It is better to be early than too late in recognizing the passing of
24. Thomas Varghese Uluvathu
one era, the waning of old investment favorites and the advent of a
25. Vasanth Kumar
new era affording new opportunities for the investor."
26. Vinusha K
- Thomas Rowe Price, Jr.