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Minority investors claimed the open offer price announced by Vista Capital Partners for buying out Accelya is at a significant discount to the fair value of the company, and that the valuation methodology used by the valuers is wrong.
Vista Capital officials could not be reached for their comment.
Vista Capital Partners, a US-based investment firm focused on enterprise software, data and technology-enabled businesses, acquired 100 per cent of Accelya Topco in November last year from Warburg Pincus. Accelya Topco, in turn, holds 74.66 per cent stake in India listed Accelya Solutions (ASIL).
SBI Mutual Fund and VLS Finance held 2.08 per cent and 1.75 per cent, respectively, in the company as on December 31, 2019. Shares of Accelya Solutions ended at Rs 1,050.35 on Monday.
On January 9, Vista Equity Partners filed the offer to acquire 25.34 per cent shares of ASIL from public shareholders at Rs 956.09 per share. The letter by minority shareholders said that the open offer price is at a significant discount to the fair valuation of the company, and unjust to minority owners.
“In February 2017, Warburg Pincus had made an open offer to minority shareholders at Rs 1,250 per share. Since then the revenue/EBITDA and PAT of the company have increased by 28 per cent. Also, the company would benefit from the corporate tax cut announced in September 2019. Despite the above, the open offer price in current open offer has been reduced by 25 per cent compared to February 2017,” said a letter jointly signed by SBI Mutual Fund, VLS Finance and Alpha Alternatives Advisors.
Minority shareholders requested Sebi to appoint an independent valuer. For stocks not frequently traded, the valuation of shares must be done by independent merchant bankers other than the manager of the open offer, they said.
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