labels: M&A, IT news
Satyam board confident of getting good price news
11 April 2009

With the government-appointed board of Satyam Computer Services Ltd having reiterated that the final bids for the scam-shattered company would be evaluated an announced early on Monday, employees, customers and lenders are keenly watching the outcome.

With little time left, the Satyam board has reportedly provided more information about the financial state of the company to select potential bidders. However, other bidders still complain that they are in the dark about the liabilities, both financial and legal, of the company.

Several prospective bidders, including the Hinduja group and US based outsourcing major iGATE, the B K Modi-owned Spice group, and computer giant IBM have backed out citing lack of clarity and transparency in the entire auction process, particularly on details of the firm's liabilities. The IT firm has not reported its earnings since October last year.

Thus the bidding seems to have become a three-horse race, with Larsen & Toubro and Tech Mahindra the front runners. L&T already owns a 12 per cent stake in the company, and thus has the most incentive. Reports suggest US-based Cognizant Technology Solutions has teamed up with private equity firm Wilbur L Ross & Co to make a bid.

Both Cognizant and W L Ross, run by billionaire US investor Wilbur Ross, who made a fortune snapping up distressed firms and turning them around, had completed the due diligence for Satyam independently. Ross's name has been linked to more than one bidder and there has even been talk of his company teaming up with the eventual winner.

Many believe that the valuation of Satyam could take a beating, as only a few bidders remain in the fray, (See: Satyam race: Experts' take on the endgame' a CNBC-TV 18 interview carried under arrangement with domain-b). The board has not stipulated a minimum floor price, as capital market regulator Securities and Exchange Board of India has waived this requirement. However, The Economic Times quoted an unnamed source as saying that the board has an informal floor price in mind, and is confident of getting this price.

If Tech Mahindra decides to bid, it could raise concerns of transparency and corporate governance, as key board member Deepak Parekh has also been on M&M's board since 1990. Parekh may stay away from the process if Tech Mahindra bids, according to reports.

According to the schedule drawn up by the Satyam board, the technical and financial bids will be submitted simultaneously by the bidders on Monday morning in the presence of former Supreme Court chief justice S P Bharucha, who has been appointed by the Company Law Board to oversee the sale process. It is expected that all the bidders will clear the technical criteria and their financial bids will then be opened.

The sale process of the company will be in two phases. First the successful bidder would acquire newly issued equity shares amounting to 31 per cent of Satyam's share capital. This would be followed by a public offer for another 20 per cent, yielding a controlling 51 per cent stake in the company.

The successful bidder will be given four days to deposit the amount for the 'strategic' stake and the requisite funds for the mandatory public offer in an escrow account.

If the financial bids are more than the board's informal floor price, the highest bidder will be declared the winner. However, if the difference between the price quoted by the highest bidder and the rest is 10 per cent or less, the other bidders have the option to take the bidding process to the next round. This will be done through an open auction. with the highest price in the earlier round becoming the floor price for the next.


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Satyam board confident of getting good price