DSK Legal represented and advised Sagarsoft (India) Limited (“Company”), a public listed company in acquisition of 100% capital in IT CATS LLC, USA (“IT CATS”) from its owner, Mr. Kalva Satish Chander Reddy, for consideration other than cash of an aggregate value of Rs.16.06 Crores by issue of swap shares of the Company of 6,32,238 (Six Lakhs Thirty-Two Thousand Two Hundred Thirty Eight Only) fully paid-up Equity shares of face value of Rs.10/- each at a premium of Rs.244/- per equity share on preferential basis to Mr. Kalva Satish Chander Reddy.
The Company is engaged in the business of providing software development and consultancy services and offers enterprise web application, mobility, workforce, and support solutions, as well as research and data mining, social media engagement, financial analytic, business intelligence, testing and quality assurance and technology related solutions.
IT CATS is incorporated under the laws of USA, is a full-service IT consulting and staffing company with a broad range of technical skills, including but not limited to ERP, client/server and web-based application and database development.
DSK Legal assisted the Company in (i) Drafting, reviewing and negotiating Share Swap Agreement for investment by the Company by way of acquiring share capital of IT CATS from Mr. Satish Kalva for issue of swap shares as consideration other than cash; (ii) reviewing resolutions and documents relating to issuance of swap shares of the Company to Mr. Satish Kalva; and (iii) advising the Company on issue of swap shares in terms of applicable regulations including SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and requirements under applicable FEMA Regulations.
DSK Legal team for the above transaction was led by Partner, Mr. Hemang Parekh; Senior Associate Ms. Pooja Khanna and Senior Associate Ms. Rajlaxmi Kale.
Harris Bricken acted as US counsel for the transaction, led by Jonathan Bench and Arlo Kipfer.
Anand Rathi investment banking team acted as investment advisor to the transaction.