Zee Learn Limited agreed to acquire Tree House Education & Accessories Limited from Aditya Birla Private Equity, Bajaj Holdings & Investment Limited, Foundation Capital, Matrix Partners India, Mondrian Investment Partners Limited and other shareholders for INR 9.3 billion.
December 23, 2015
Share
Zee Learn Limited (BSE:533287) agreed to acquire Tree House Education & Accessories Limited (BSE:533540) from Aditya Birla Private Equity, Bajaj Holdings & Investment Limited (BSE:500490), Foundation Capital, Matrix Partners India, Mondrian Investment Partners Limited and other shareholders for INR 9.3 billion in stock on December 23, 2015. Zee Learn will issue 53 shares of its common stock for every 10 shares of Tree House Education & Accessories as consideration in the transaction. The transaction is subject to approval from Zee Learn and Tree House Education & Accessories shareholders, creditors of Zee Learn and Tree House Education & Accessories, applicable statutory and regulatory authorities including SEBI/ stock exchanges and Bombay high court. The Board of Directors of Zee Learn and Tree House Education & Accessories unanimously approved the transaction.
The Board of Directors of Zee Learn at its meeting held on June 1, 2016, has decided to keep on hold the transaction. Zee Learn Ltd will not be going ahead with the currently agreed share exchange ratio of 53 fully paid equity shares of INR 1 each of Zee Learn Limited for 10 fully paid equity shares of INR 10 each of Tree House. Re-constitution of the merger evaluation committee with the authority to look into and suggest ways to salvage the deal with Tree House which will best keep the interest of Zee Learn Ltd's stakeholders intact. As on August 16, 2016, the Board of Directors approved the revised scheme.
SSPA & Co. provided valuation report for the transaction. Inga Capital Private Limited acted as fairness opinion provider to Tree House Education & Accessories. IDBI Capital Market Services Limited acted as fairness opinion provider to Zee Learn.
Zee Learn Limited is engaged in the business of education support and coaching services. The Company's segments include Educational Services and Related Activities, Construction and Leasing (for education), and Training, Manpower and Related Activities. The Educational Services and Related Activities segment provides learning solutions and delivers training. The Construction and Leasing (for education) segment consists of constructing and leasing properties for commercial use. The Training Manpower and related activities segment principally provides services related to consultancy and advisory in areas of human resources, such as manpower placement, recruitment, selection, business process and others. It provides learning solutions and training through its multiple products, including Kidzee, Mount Litera Zee Schools, Mount Litera World Preschool, Zee Institute of Media Arts (ZIMA), Zee Institute of Creative Arts (ZICA) and E-Learning Online Education and Testing.
Zee Learn Limited agreed to acquire Tree House Education & Accessories Limited from Aditya Birla Private Equity, Bajaj Holdings & Investment Limited, Foundation Capital, Matrix Partners India, Mondrian Investment Partners Limited and other shareholders for INR 9.3 billion.