New Filters: Mergers and Acquisitions

JSA advised and assisted Fraport AG Frankfurt Airport Services Worldwide(“Fraport”) in the proposed sale of its 10% (ten percent) shareholding in Delhi International Airport Limited (“DIAL”), to GMR Airports Infrastructure Limited (“GIL”). The parties have entered into a share purchase agreement dated September 9, 2024 for the proposed sale (“Proposed Transaction”).

Fraport and GIL are members of a consortium, which had bid, and were selected by Airports Authority of India (“AAI”) (with the approval of the Government of India) as the joint venture partners for undertaking the project to operate Indira Gandhi International Airport (“IGI Airport”).

GIL (a member of the GMR Group) is a leading airport developer in India and holds, along with its affiliates, 64% (sixty-four percent) of the equity share capital of DIAL. Fraport, incorporated in 1924 in Frankfurt, Germany, is a leader in the global airport business, and offers a wide range of operational and management solutions.

Post the Proposed Transaction, GIL’s stake in DIAL will increase to 74% (seventy-four percent). However, Fraport shall continue as the operator of the IGI Airport.

Deal Value: USD 126 million (approximately INR 10.58 billion)

Our Transaction Team Comprised Lead Partner – Shivpriya Nanda, Partner – Zain Pandit and Senior Associate – Twisha Shrivastava.

JSA provided comprehensive end to end transactional assistance to Apax Digital Fund II (“Apax”) in its strategic investment in Greytip Software Private Limited (“ Company”), a cloud-based HR and payroll software company, popularly known as greytHR. This was the Company’s largest funding round so far. Apax now holds a controlling stake of 52.1% in the Company.

The transaction consisted of a primary as well as a secondary component, including providing an exit to the largest and oldest shareholders, MegaDelta Capital and Blume Ventures.

This investment will fuel growth, enable market expansion, and enhance AI capabilities. greytHR aims to optimize customer experience and R&D efforts through upskilling and innovative product development.

JSA’s role included providing extensive support across all aspects of the transaction starting from term sheet discussions to closing. The due diligence and negotiation involved striking a balance between the requirements of an incoming majority investor, the Company’s needs and the intent to create a successful partnership going forward. This required meticulous problem-solving and attention to detail on all aspects , including procuring a buy-side W&I insurance to reduce liabilities for the Company.

Notably, the deal was also closed in a swift and timebound manner, keeping in mind the interests of all concerned parties, including the exiting investors.

Our Transaction Team Comprised Lead Partner – Probir Roy Chowdhury, Partner – Yajas Setlur, Senior Associates – Pranavi Pera and Soumya Bhargava Associates – Bhargavi Kuchewar, Nikhil George and Moushami Nayak.

JSA represented EQT on its acquisition of PropertyGuru Group Limited(NYSE: PGRU), Southeast Asia’s leading property technology company. PropertyGuru will be acquired by EQT in an all-cash transaction that values PropertyGuru. Private equity groups KKR and TPG, which hold a combined 56% of PropertyGuru’s shares are selling their stake as part of this transaction.

Deal value: USD 1.1 Billion

Our Transaction Team Comprised Partners – Vikram Raghani, Anand Lakra and Niharika Mepani, Senior Associate – Jinay Shah and Associates – Shreya Shinde, Diya Dave and Ishan Saxena.

Our Employment Team Comprised Partner – Sonakshi Das.

Our Data Privacy Team Comprised Associate – Riya Saraf.

JSA advised the promoters of Spalon India Private Limited (Spalon) in connection with their stake sale in Spalon to JCB Salons Private Limited.

Spalon is a premium spa and salon brand and operates business under the Bounce and Oryza brands across South India.

Our Transaction Team Comprised the Lead Partner – Varun Sriram and Associate – Nithyashree Venkatesh.

JSA represented Coforge Limited (“Coforge“) in its proposed acquisition of a majority stake of Cigniti Technologies Limited (“Cigniti“) for approximately USD 256 million. The transaction included Coforge making an open offer to the public shareholders of Cigniti in terms of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

Coforge is listed on BSE and NSE and is a global enterprise information technology solutions and services company offering its clients comprehensive capabilities in product engineering services, intelligent automation services, data and integration services, cloud and infrastructure management services, software engineering services and business process management services.

Cigniti is listed on BSE and NSE and is engaged in the business of providing digital assurance and digital engineering services.

The deal also involved (a) the subsidiary of Coforge availing a committed line of financing on May 2, 2024, for an amount not exceeding USD 250 million by the Hongkong and Shanghai Banking Corporation, GIFT city branch; and (b) Coforge undertaking a fund raising exercise by way of a QIP to fund the acquisition.

Our Transaction Team Comprised Lead Partner – Anand Lakra, Principal Associate – Ami Shah, Senior Associate – Jinay Shah, Associates – Shreya Shinde, Diya Dave, Parth Mehta and, B M Biplab.

Our Banking and Finance Team Comprised Partner – Utsav Johri and Sucheta Bhattacharya and Associate – Suprabh Garg.

Our Data Protection Team Comprised Senior Associate – Saurabh Sinha, and Associate – Himanshu Kumar.

Our Employment Team Comprised Partner – Sonakshi Das.

Our Competition Team Comprised Partner – Vaibhav Choukse and Ela Bali, Principal Associate – Nripi Jolly and Senior Associate – Aditi Khanna and Associate – Faiz Siddiqui.

Our Indirect Tax Team Comprised Partner – Shareen Gupta, Principal Consultant – Ruchita Modi, and Associate – Tanay Vyas.