Fortune Financial Services (India) Ltd ("Manager to the BuyBack") on behalf of GSS America Infotech Ltd ("Target Company") has issued this Public Announcement to the Equity Shareholders / Beneficial Owners of the Equity Shares of the Target Company, which is in continuation of and should be read in conjunction with the Public Announcement ("PA") dated February 10, 2009, Corrigendum to the PA is dated February 20, 2009 ("Corrigendum")
This PA is regarding completion of the Buy-back offer in compliance with Regulations 19(7) of the Securities & Exchange Board of India (Buy Back of Securities) Regulations, 1998.
A. The Buyback:
The Target Company had announced the Buy-back ("Buy-back") of its fully paid up Equity Shares of Rs 10/- each ("Equity Shares") pursuant to the provisions of Section 77A, 77AA, 77B of the Companies Act, 1956 read with Securities & Exchange Board of India (Buy Back of Securities) Regulations, 1998, as amended & such terms as were set out in the PA & Corrigendum.
A notice in relation to the closure of the Buy-Back was published on August 03, 2009.
In accordance with the PA & Corrigendum, the Buy-back was commenced on February 25, 2009 & was closed with effect from August 07, 2009, subject to completion of all payout formalities. No orders for Buy-back were place on or after August 04, 2009.
B. Details of the Buyback:
The Company has purchased aggregate of 563,157 Equity Shares pursuant to the Buy-back & Company has already extinguished 562,657 Equity Shares till date & is in the process of extinguishing further 500 Equity Shares.
The total amount invested in the Buy-back is Rs 85.71 million (excluding brokerage, STT & other charges, as applicable). Till the date of closure of the Buy-back, the Company had utilized 42.85% of the Maximum Offer Size authorized for the Buy-Back.
The price at which the Equity Shares were bought back was dependent on the price quoted on the Bombay Stock Exchange & the National Stock Exchange of India Limited. The average price at which such Equity Shares were bought back is Rs 152.19 per Equity Share.
The prevailing stock exchange trading mechanism does not provide the identify of the seller in case of shares bought back in the demat segment. Since all the shares were bought in the demat segment from BSE & NSE, details of shareholders, if any, who have sold shares exceeding 1% of the total Equity shares bought back are not available.
C. Capital Structure
The Equity Capital Structure of the Company, Pre Buy-back (as on the date of PA) & post Buy-back are as under:
Share Capital: Pre Buy-back
Authorised : Rs 150.00 million (15,000,000 Equity Shares of Rs 10/- each)
Issued, subscribed & paid-up: Rs 133.00 million (13,300,000 Equity Shares of Rs 10/- each)
Share Capital: Post Buy-back#
Authorised : Rs 150.00 million (15,000,000 Equity Shares of Rs 10/- each)
Issued, subscribed & paid-up: Rs 127.37 million (12,736,843 Equity Shares* of Rs 10/- each)
# as on August 03, 2009
* assuming extinguishment of 500 Equity Shares