HSBC offer to acquire minority shareholders’ interest in Investsmart

HSBC intends to make an offer to acquire from minority shareholders the remaining 6.14 per cent of Investsmart it does not currently own and to delist Investsmart shares from the Bombay Stock Exchange and the National Stock Exchange of India (the “delisting offer”). During 2008, HSBC acquired 93.86 per cent of IL&FS Investsmart Limited (Investsmart) through its subsidiaries HSBC Securities and Capital Markets (India) Private Limited and HSBC Violet Investments (Mauritius) Limited for a total consideration of INR1,396.3 crore.

The launch of the delisting offer is conditional upon, amongst other things, the approval of the Investsmart Board of Directors, its shareholders and the stock exchanges where the shares are listed, in accordance with the Securities Exchange Board of India (Delisting of Equity Shares) Regulations, 2009 (“SEBI Regulations”).

The delisting offer price will be determined by a reverse book building process as prescribed under the SEBI Regulations, which allows shareholders to tender their shares at a price of their choice, subject to a floor price determined as per the SEBI Regulations. The final price is determined as the price at which the maximum number of shares is tendered. Concurrently, the purchaser retains the right to accept or reject this price.

The Investsmart Board has today advised the Bombay Stock Exchange and the National Stock Exchange of India of the delisting proposal. The Investsmart Board today has also written to the Luxembourg Stock Exchange indicating its intention to withdraw the listing of its Global Depository Receipts (GDRs). Investsmart does not have any GDRs outstanding.

A further announcement will be made as and when appropriate.