July 2013 Volume 9.7. Dealtracker. Providing M&A and Private Equity Deal Insights. Grant Thornton India LLP. All rights reserved.

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1 Volume 9.7 Providing M&A and Private Equity Deal Insights

2 Value (US$ bn) Number of Deals 2 July Deal Summary Year to Date Deal Summary Total Deal Value 12 Month Trend Deal Round Up Deal Summary Volume Value (US$ mn) July Domestic Cross Border ,881 2, Mergers & Internal Restructuring Total M&A ,952 2,291 1,503 PE Grand Total ,693 2,501 2,307 Cross Border includes Inbound , Outbound ,384 1, Deal Summary Volume Value (US$ mn) Year to Date Domestic ,470 3,414 3,337 Cross Border ,358 7,118 10,991 Mergers & Internal Restructuring ,549 1,099 Total M&A ,828 25,081 15,428 PE ,243 4,008 6,707 Grand Total ,072 29,089 22,135 Cross Border includes Inbound ,990 3,105 4,159 Outbound ,368 4,014 6,832 Highlights the total M&A, and PE deals in the month of were valued at US$2.31 billion (83 deals) as compared to US$2.50 billion (76 Deals) and US$3.69 billion (83 Deals) in the corresponding month of 2012 and 2011 respectively the cross border deals in experienced a drop compared to July 2012 both in value and volume. This was seen due to 2 large outbound deals in July 2012 (GMR Group - United Fiber System for US$598 mn and Sahara Group - Plaza Hotel for US$570mn) together amounting to US$1,168 mn. the Year To Date ( YTD ) M&A deal value in 2013 was US$15.43 billion, down by 38% from US$ billion during the corresponding period in However, excluding internal mergers and restructuring deals, the YTD M&A deal values has increased by 36% to levels seen in YTD July 2012 the YTD 2013 PE deal value was US$6.71 billion (247deals) up by 67% compared to YTD July 2012 PE deal values. M&A Deal of the Month: Ambuja Cements(ACC) acquired a stake in Holcim India PE Deal of the Month: Naspers, Tiger Global, Accel Partners, ICONIQ Capital invested $200 million in Flipkart Online Services. Total Deal Volume 12 Month Trend

3 3 Mergers & Acquisitions Top 5 Deals M&A Ranges Top M&A Sectors Acquirer Target % Stake US $ mn Ambuja Cements Private Equity Holcim (India) Pvt Ltd holding arm of Holcim N.A. 585 Cipla Ltd Cipla Medpro 100% 512 Shriram Capital Shriram City Union Finance 7% 85 Ramky Enviro Engineers Ltd subsidiary of Ramky Enviro Engineers Ltd Enviropacific Services Pty Ltd 100% 41 Deepak Fertilisers & Petrochemicals Corporation Ltd Mangalore Chemicals & Fertilizers Ltd 25% 33 $500m - $999.9m $50m - $99.9m <49.9 m Value not disclosed Sector Volume US$ mn % Cement % Pharma, Healthcare & % Biotech Banking & Financial % Services Plastic & Chemicals % Infrastructure Management % Top 5 M&A deals accounted for 84% of the Total M&A deal values. Top 5 Deals PE Ranges Top PE Sectors Investor Investee % Stake US $ mn Naspers, Tiger Global, Accel Partners, ICONIQ Capital. Flipkart Online Services N.A. 200 Blackstone Agile Electric Sub Assembly Pvt Ltd- Igarashi Motors India Limited 98% 110 Lulu Group- Yusuffali M A Federal Bank 1% 73 Citi Venture Capital International Sansera Engineering Pvt Ltd N.A. 62 Indiareit Fund Advisors Ariisto Realtors N.A. 42 $100m - $499.9m $50m - $99.9m <49.9 m Value not disclosed Sector Volume US$ mn % IT & ITeS % Automotive % Banking & Financial % Services Real Estate % FMCG, Food & Beverages % Top 5 PE deals accounted for 61% of the Total PE deal values.

4 Deal of the Month Holcim Ambuja Internal Restructuring Ambuja Cements acquired stake in Holcim (India) Pvt Ltd, the holding arm of Holcim Ltd for $585 million About the companies Ambuja Cements manufactures and sells cement in India and internationally. It primarily offers Portland pozollana cement and ordinary Portland cement. The company was formerly known as Gujarat Ambuja Cements Ltd. and changed its name to Ambuja Cements Limited in April Ambuja Cements Limited was founded in 1983 and is headquartered in Mumbai, India. Ambuja Cements Limited operates as a subsidiary of Holcim Ltd. Holcim (India) Pvt Ltd Holcim (India) Private Limited produces and distributes cement and aggregates, concrete and construction material. The company was incorporated in 2002 and is based in New Delhi, India. It is a 100% subsidiary of Holcim Ltd Transaction Terms: According to the arrangement, in a two-step process, Ambuja Cements will acquire 24% in Holcim (India) for INR 3,500 crore cash - followed by a stock merger between the two. At present, Holcim India directly holds 9.8 per cent stake in Ambuja and per cent in ACC. Ambuja Cement would issue its 584 million shares to Holcim Ltd for the balance 76% stake in Holcim India. Eventually, Holcim India s 9.8% stake in Ambuja Cement will be cancelled. With this, Holcim's stake in Ambuja Cements will rise from per cent to per cent. Ambuja, in turn, will buy Holcim's stake in ACC. In other words, once the deal is done, ACC will become a subsidiary of Ambuja Cements. The transaction is subject to Ambuja s shareholder and regulatory approvals in India. Ambuja expects to hold a meeting to approve the transaction in fourth quarter of calendar year 2013.

5 5 Business decisions are rarely black and white. Whether buying a business; selling a business; advice on mergers, management buy ins/outs, or raising finance to support your business plans; we help dynamic organisations unlock their potential for growth. Our national team of corporate finance advisers work with entrepreneurial businesses, their owners and management teams in various stages of their investment lifecycle. From exploring the strategic options available to you as a business or shareholder, advising and project managing the chosen solution, we provide a truly integrated corporate finance offering. We have helped business owners unlock value in their investments, helped in raising private and public equity from domestic and international markets, find acquisition targets domestically and globally and assisted in integration of the business post acquisition.

6 6 I. Domestic Deals Acquirer Target Sector Acquisition price (US$ mn) Deal Type % Stake HIM Teknoforge Ltd Gujarat Automotive Gears Ltd Automotive 3.60 Majority Stake 55.00% Swelect Energy Systems Ltd Amex Alloys Pvt Ltd Automotive N.A. Increasing stake to % 8.00% Canara Bank Ltd Brickwork Ratings India Pvt Ltd Banking & Financial Services N.A. Minority Stake 10.00% Shriram Capital Shriram City Union Finance Banking & Financial Services Increasing stake to 61.80% 6.85% Dewan Housing Finance Corporation Ltd, Promoters DLF Pramerica Life Insurance Company Ltd Banking & Financial Services N.A. Majority Stake 74.00% Usha International Ltd Mawana Foods Ltd subsidiary of Mawana Sugars Ltd FMCG, Food & Beverages 1.36 Majority Stake 65.03% Lemon Tree Hotels The Clarion Hotel Hospitality Majority Stake 50.49% Texmaco Rail and Engineering Ltd ValueFirst Digital Media Pvt Ltd Kalindee Rail Nirman Engineers Ltd Infrastructure Management 4.85 Strategic Stake 24.90% Rocket Science Technologies- Buyt.in IT & ITeS 1.00 Minority Stake N.A. CapitalVia Global Research Ltd DreamGains Financials India IT & ITeS N.A. Acquisition

7 7 I. Domestic Deals Acquirer Target Sector Acquisition price (US$ mn) Deal Type % Stake HT Mobile Solutions Ltd Bluelemon Technologies Pvt Ltd- Webitude Media, Entertainment & Publishing N.A. Acquisition Vas Infrastructure Ltd Pushpanjali Drums Pvt Ltd Others N.A. Merger N.A. Axiss Dental Pvt Ltd Narayana Hrudayalaya Dental Clinic Pvt Ltd Pharma, Healthcare & Biotech N.A. Acquisition Zuari Fertilisers & Chemicals Ltd Mangalore Chemicals & Fertilizers Ltd Plastic & Chemicals 4.55 Increasing stake to 13% 3.00% Deepak Fertilisers & Petrochemicals Corporation Ltd Coromandel Agrico Pvt Ltd Goyal MG Gases Pvt Ltd Mangalore Chemicals & Fertilizers Ltd Plastic & Chemicals Minority Stake 24.50% Punjab Chemicals and Crop Protection Ltd - Agro formulation division Plastic & Chemicals N.A. Acquisition DLF's wind turbine unit in Karnataka Power & Energy 5.45 Acquisition SJVN Ltd Buxar Bijlee Company Pvt Ltd Power & Energy N.A. Acquisition Godrej Properties Godrej Properties Bharti Airtel Godrej Palm Grove-Godrej Sea View Properties Real Estate N.A. Strategic Stake 49.90% Godrej Eternia- Godrej Estate Developers Real Estate N.A. Strategic Stake 49.00% Qualcomm India Pvt. Ltd. - four Indian broadband wireless access entities Telecom N.A. Increasing stake to 51.00% 2.00%

8 8 II. Inbound Deals Acquirer Target Sector Acquisition price (US$ mn) Deal Type % Stake Streparava Holding SPA Sansera Streparava Engineering Pvt Ltd Automotive N.A. Increasing stake to % 51.00% Al Dahra International Investment LLC Kohinoor Foods Ltd FMCG, Food & Beverages Minority Stake 20.00% Avis Budget Group Inc Mercury Car Rentals Ltd Hospitality 3.27 Increasing stake to 60.00% 27.00% CameronTec Intressenter AB E2E Infotech (India) Pvt Ltd IT & ITeS N.A. Acquisition Fibreweb Geosynthetics Terram India Manufacturing 3.00 Increasing stake to 65.00% 39.00% McGraw-Hill Education Inc Tata McGraw-Hill Education Pvt Ltd Media, Entertainment & Publishing N.A. Minority Stake N.A. Sika AG Texsa India Ltd Plastic & Chemicals N.A. Acquisition

9 9 III. Outbound Deals Acquirer Target Sector Acquisition price (US$ mn) Deal Type % Stake Hero MotoCorp Erik Buell Racing LLC Automotive Strategic Stake 49.20% Panoramic Universal Ltd F M Patong Development Company Ltd Hospitality N.A. Majority Stake 95.00% Ramky Enviro Engineers Ltd subsidiary of Ramky Enviro Engineers Ltd Enviropacific Services Pty Ltd Infrastructure Management Acquisition Eka Software Solutions Pvt Ltd Matrix Group IT & ITeS Acquisition ONS Interactive Solutions Revosys Corp IT & ITeS N.A. Acquisition Waaree Group Cesare Bonetti SPA Manufacturing N.A. Acquisition NutraHealth Ltd unit of Elder Pharmaceuticals Max Healthcare Ltd Pharma, Healthcare & Biotech N.A. Acquisition Cipla Ltd Cipla Medpro Pharma, Healthcare & Biotech Acquisition Kemwell Biopharma Cirrus Pharmaceuticals, Inc Pharma, Healthcare & Biotech N.A. Acquisition

10 10 IV. Mergers & Internal Restructuring Deals Acquirer Target Sector Acquisition price (US$ mn) Deal Type % Stake Ambuja Cements Holcim (India) Pvt Ltd holding arm of Holcim Cement Internal Restructuring N.A. Zandu Realty Ltd Emami Realty Ltd Real Estate N.A. Internal Restructuring N.A. Parsvnath Developers Ltd Parsvnath Hessa Developers Pvt Ltd Real Estate N.A. Internal Restructuring N.A.

11 11 V. Private Equity Investor Investee Sector % Stake Investment Value in US$ mn Citi Venture Capital International Sansera Engineering Pvt Ltd Automotive N.A Blackstone Agile Electric Sub Assembly Pvt Ltd- Igarashi Motors India Limited Automotive 98.00% Baring PE India Manappuram Finance Banking & Financial Services 2.08% 0.33 Everstone Hinduja Leyland Finance Ltd Banking & Financial Services N.A PremjiInvest Tata Capital Banking & Financial Services N.A Lulu Group- Yusuffali M A Federal Bank Banking & Financial Services 0.78% Gaja Capital Partners Eurokids International Education N.A India Value Fund Advisors VKL Seasoning & Flavors Pvt Ltd FMCG, Food & Beverages N.A Quadria India Capricorn Food Products India Ltd FMCG, Food & Beverages N.A Arisaig Partners Westlife Development Ltd Hospitality 3.47% Rabo Equity, IFC, IFFCO National Collateral Management Services Ltd IT & ITeS N.A Temasek Just Dial Pvt Ltd IT & ITeS N.A. 7.00

12 12 V. Private Equity Investor Investee Sector % Stake Investment Value in US$ mn Kalaari Capital Robosoft Technologies Pvt Ltd IT & ITeS N.A Jungle Ventures, LionRock Capital, Unitus Seed Fund Milaap Social Ventures IT & ITeS N.A UK-based angels Cashkaro IT & ITeS N.A Angel Funding Knimbus Online Pvt Ltd IT & ITeS N.A Accel India, Tiger Global Management MaxHeap Technologies- Commonfloor.com IT & ITeS N.A VentureNursery Klip.in IT & ITeS N.A. N.A. Angel Funding Flat Dot To Technologies Pvt Ltd IT & ITeS N.A. N.A. Angel Funding Zing Ecommerce Pvt Ltd-IndusDiva.com IT & ITeS N.A. N.A. Naspers, Tiger Global, Accel Partners, ICONIQ Capital. Flipkart Online Services IT & ITeS N.A Tata Capital Innovations Fund Anoosmar Technologies Pvt Ltd- Vaultize IT & ITeS N.A. N.A. Angel Funding ZoomCar India Pvt Ltd IT & ITeS N.A Unnammed Investor PowerStores E-Commerce Pvt Ltd- PowerStores IT & ITeS N.A. 2.00

13 13 V. Private Equity Investor Investee Sector % Stake Investment Value in US$ mn Orios Venture Partners, India Internet Group, Blume Ventures, Indian Angel investors 5ideas Startup Superfuel, 500 Startups Angel Funding Xerico Technologies Pvt Ltd- SnapLion.com IT & ITeS N.A. N.A. BigFoot Retail Solutions Pvt Ltd- KartRocket.com IT & ITeS N.A. N.A. Intelligent Shoppro Pvt Ltd- TheShoppingPro.com IT & ITeS N.A Kalaari Capital, Inventus Capital BEBB India Pvt Ltd- Power2SME IT & ITeS N.A Tandem Capital's Habit Fund III Shoptimize IT & ITeS N.A. N.A. Snapdeal founders Zumbl Services Pvt Ltd- Zumbl.com IT & ITeS 100% 0.02 CLSA Capital Partners Luminous Water Technologies Pvt Ltd Manufacturing N.A Providence Equity, Macquarie Bank Hathway Cable & Datacom Ltd Media, Entertainment & Publishing 2.60% Matrix Partners Centre for Sight Pvt Ltd Pharma, Healthcare & Biotech N.A StanChart PE Fortis Healthcare Ltd Pharma, Healthcare & Biotech N.A Shead Holdings, Xcode Life Sciences Pvt Ltd Pharma, Healthcare & Biotech N.A Tata Capital Innovations Fund Pluss Polymers Pvt Ltd Plastic & Chemicals N.A. 2.73

14 14 V. Private Equity Investor Investee Sector % Stake Investment Value in US$ mn Xander Finance Century Real Estate Holdings Pvt Ltd Real Estate N.A ASK Property Investment Advisors Residential project of ATS group Real Estate N.A Indiareit Fund Advisors Ariisto Realtors Real Estate N.A Reliance Capital PMS Aditya Birla Real Estate Fund Omkar Realtors & Developers at Bhoiwada Real Estate N.A V Raheja - Residential project located at Andheri Real Estate N.A Baring Private Equity Vardhman Textiles Ltd Textile & Apparels 2.00% 5.00 Page Industries, Nalanda Capital Lovable Lingerie Ltd Textile & Apparels 5.00% 4.55

15 15 VI. QIP Investor Investee Sector % Stake Investment Value in US$ mn Unnammed Investor Sundaram-Clayton Ltd Automotive N.A This document captures the list of deals announced based on information available in the public domain and based on public announcements. Grant Thornton India LLP does not take any responsibility for the information, any errors or any decision by the reader based on this information. This document should not be relied upon as a substitute for detailed advise and hence, we do not accept responsibility for any loss as a result of relying on the material contained herein. Further, our analysis of the deal values are based on publicly available information and based on appropriate assumptions (wherever necessary). Hence, if different assumptions were to be applied, the outcomes and results would be different.

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