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At its Board Meeting held today, Siemens Ltd. announced that it will amalgamate the operations of Siemens VAI Metals Technologies Pvt. Ltd., Kolkata (SVAI - a 100% Siemens AG company) and Morgan Construction Company India Pvt. Ltd., Mumbai (Morgan - a 100% subsidiary of SVAI) with itself. The appointed date of the amalgamation is 1st October, 2011. The Board of Directors has considered the share swap ratio as determined by independent valuer Grant Thornton. The fairness opinion on the valuation was provided by ICICI Securities Ltd., a category – I merchant banker.
The share swap ratio for the proposed amalgamation is: 1,318 (one thousand three hundred and eighteen) equity shares of the face value of Rs. 2 (Rupees two) each fully paid up of the company for every 100 (one hundred) equity shares of the face value of Rs.100 (Rupees one hundred), fully paid-up of SVAI (Morgan is a 100% subsidiary of SVAI).
The proposed amalgamation is subject to the approvals of the shareholders and creditors of the companies, and other statutory and regulatory authorities in the respective jurisdictions.
Dr. Armin Bruck, Managing Director, Siemens Ltd., commented on the announcement, “The amalgamation is part of an ongoing consolidation strategy. Siemens Ltd. constantly seeks opportunities to deliver sustainable growth and add investor value by consolidating the Siemens Group businesses based on operational synergies.”
Werner Auer, CEO of Siemens VAI, supports the amalgamation: “The integration helps Metals Technologies to improve our footprint as local manufacturer and supplier for Indian steel plants. We now can offer engineering, mechanic and automation solutions as well as lifecycle services for Indian producers from one single source.
Reference Number: CC/PR/01/Corp 10 2011