Schneider Electric JV Holdings Pte. Ltd. and Schneider Electric India Pvt. Ltd. entered into a definitive agreement to acquire electrical and automation business (E&A) from Larsen & Toubro Limited (BSE:500510) (L&T) and Larsen & Toubro International FZE for INR 140 billion on May 1, 2018. The transaction is on a debt free and cash free basis and the consideration is payable in cash. The transaction includes all the current business segments of Electrical and Automation except marine switchgear and Servowatch Systems, through the sale of various L&T subsidiaries to Schneider Electric JV Holdings Pte. Ltd. and Schneider Electric India Pvt. Ltd. (combined business). Post-transaction, the combined business would be held through a joint venture wherein Schneider Electric S.E. (ENXTPA:SU), the parent of Schneider Electric India Pvt. Ltd., and Temasek Holdings (Private) Limited would hold respective ownership of 65% and 35% respectively. For this ownership, Schneider Electric S.E. would contribute equity of INR 34.3 billion in cash and its existing Low Voltage and Industrial Automation Products business in India contributed at a valuation multiple comparable to the acquisition multiple of L&T E&A business and representing a premium to the group’s valuation multiple. Temasek Holdings (Private) Limited would contribute equity of INR 50.8 billion in cash. The joint venture would also carry debt financing amounting to INR 55 billion to fund the balance of the acquisition. The Board composition proposed for the joint venture would include a Chairperson and five Directors appointed by Schneider Electric, and three non-executive Directors appointed by Temasek. The transaction is subject to the approval of regulatory board and approval from the competition commission of India. As of April 18, 2019, transaction has been approved by Competition Commission of India. The transaction is expected to close within 18 months of the date of signing of the definitive documents with an expected accretion of adjusted earnings per share in the first year for Schneider Electric S.E. The transaction is expected to close by the end of 2019 or early 2020. As of March 4, 2020, the transaction is expected to close by early 2020. Nisha Kaur Uberoi, Soumya Hariharan, Nandita Sahai, Atreyee Sarkar, Ankita Gulati, Nandini Pahari, Saksham Dhingra, Shiv Johar and Harshita Parmar of Trilegal Partners acted as legal advisors for Temasek Holdings (Private) Limited and Schneider Electric S.E., the ultimate acquirers. Anu Tiwari, Molla Hasan, Shruti Sethi, Sushim Aryan, Ashwath Rau, Dhruv Singhal, Jasmin Kharkhanis, Pranav Atit, John Raghav, Priyanka Butani and Pooja Natarajan of AZB & Partners acted as legal advisors for Schneider Electric S.E. Aakash Choubey, Abhishek Sinha, Tarunya Krishnan, Praneetha Vasan, Devendra Deshmukh, Manisha Shroff and Siddharth Srivastava of Khaitan & Co acted as legal advisors for Temasek. Iqbal Khan, Arka Banerjee, Faraz Khan, Tanvee Vasudevan, Shweta Shroff, Aparna Mehra, Gauri Chhabra, Ritwaik Bhattacharya, Kajori De, Nitu Ahlawat, Aakarkshi Aggarwal, Ashoo Gupta and Mukul Baveja of Shardul Amarchand Mangaldas acted as legal advisors for Larsen & Toubro Limited. Nick Levy and Richard Pepper of Cleary Gottlieb Steen & Hamilton LLP acted as legal advisors for Temasek. Marc Pittie and Pierre Honore of Bredin Prat & Associes acted as legal advisors for Schneider Electric. Suhail Nathani and Amit Manubarwala of Economic Laws Practice acted as legal advisors for Larsen & Toubro Limited. DSP Merrill Lynch Limited acted as financial advisor to Schneider Electric. Arpwood Capital Private Limited and Ernst & Young LLP acted as financial advisors to Larsen & Toubro Limited. Schneider Electric JV Holdings Pte. Ltd. and Schneider Electric India Pvt. Ltd. completed the acquisition of electrical and automation business (E&A) from Larsen & Toubro Limited (BSE:500510) (L&T) and Larsen & Toubro International FZE on August 31, 2020. About 5,000 employees of the E&A business will become part of Schneider Electric. The transaction receives requisite regulatory approvals and fulfilled necessary conditions. The transfer of L&T Electrical & Automation Saudi Arabia Company Limited is pending upon local regulatory approvals. White & Case LLP acted as legal advisor to Temasek and Schneider Group in the deal.