Satyam gets nod from Federal Cartel Office of Germany

April 24, 2009

Satyam Computer Services Limited stated that the Federal Cartel Office (FCO) of Germany has issued a letter permitting the completion of the acquisition of a controlling stake in the company by Venturbay Consultants Private Limited, a subsidiary controlled by Tech Mahindra Limited.

According to a Satyam spokesperson, FCO's permission is needed as Satyam has been listed on NYSE Euronext.

Satyam has also received ‘in-principle’ approvals from Bombay Stock Exchange Limited and National Stock Exchange of India Limited for the issuance of 302.76 million equity shares ('initial shares') of Rs 2 each at a premium of Rs 56 per share to Venturbay Consultants on a preferential basis. Upon allotment of the shares, Satyam will seek the approval of the BSE and NSE for listing and trading of the initial shares, the company stated in a press release on Friday.

Satyam already received the final approval from the Securities and Exchange Board of India (Sebi) for the company's takeover. Sebi sent two letters to Satyam granting certain exemptions from its Takeover Regulations to select an investor.

An English translation of FCO, BSE and NSE letters, all dated April 22, 2009, are being furnished to the US Securities and Exchange Commission.

Satyam, Tech Mahindra and Venturbay Consultants entered into a share subscription agreement for acquisition of 31 per cent share capital of Satyam. Following this, Tech Mahindra is required to make a public offer to acquire 20 per cent of the enhanced share capital of Satyam at a minimum price of Rs 58 per share.

Satyam had earlier announced that Euronext Amsterdam NV approved the company's application for delisting its American Depository Shares (ADS) from the NYSE Euronext. The ADS would be delisted and trading in the ADS would no longer be possible on Euronext Amsterdam with effect from May 20.
The company said that the mandatory cash tender offer by Venturbay Consultants would be now open for participation by investors holding their ADS through Euroclear Nederland (ECN holders).