Schaeffler India Limited announced that the requisite majority of the shareholders and creditors of the Company have voted in favour of the scheme of amalgamation of the two unlisted entities, INA Bearings India Private Limited and LuK India Private Limited with Schaeffler India Limited at their respective meetings held on March 20, 2018, in line with the NCLT, Mumbai order and SEBI requirements. The Company has also announced that requisite majority of shareholders and creditors of INA India, at their respective meetings, directed by NCLT, Mumbai, have also voted in favour of the merger. NCLT Chennai had dispensed with convening the meetings of creditors and shareholders of LuK India. The Company has already obtained no objection clearance from SEBI. The merger is now pending sanction from the NCLT benches in Chennai and Mumbai. Once the merger is effective, it will streamline Schaeffler India operations under one corporate umbrella.
Under the scheme, after the sanction of NCLT and post completion of other legal formalities, Schaeffler India Limited shall issue 14.64 million new equity shares, in the ratio of 10 equity shares to shareholders of INA India, for every 65 equity shares held and 10 equity shares to shareholders of LuK India, for every 35 equity shares held, thereby increasing its outstanding equity shares to 31.26 million. Shareholding of the promoter group post the merger will be 74.13 per cent.
Dharmesh Arora, Managing Director Schaeffler India Limited said, “We are thankful to all our shareholders and creditors who have wholeheartedly supported this scheme to create One Strong Schaeffler entity. The merger is aimed at leveraging the synergies of the three companies and it will allow us to combine our strengths to deliver superior value for shareholders and customers. Once the merger is effective, the combined entity will result in creation of a leading Indian Automotive and Industrial supplier with approximately Rs 40 billion of revenues and around 3,000 employees. ‘One Schaeffler’ proposes to realise revenue and cost synergies by bundling product offerings, leveraging distribution networks and reducing overhead costs. Higher growth and margin expansion will also create value for all stakeholders.”