The issues of valuation and liabilities continued to dog the bidders for scam-hit Satyam Computer Services, even as they on Friday completed the second step - filing a detailed expression of interest and giving proof of availability of at least Rs 1,500 crore ($290 million).
The process closed at 5pm. There was one dropout, iGate, which had participated in the first round.
Earlier, the Hinduja group had decided to opt out. Satyam's stock was down 1 per cent today, at Rs 43.90, on the Bombay Stock Exchange.
Based on the EoIs, eligible bidders will be shortlisted and given access to certain business, financial and legal material after they sign a non-disclosure and non-solicitation agreement, a stand-still agreement and a "no-claims" undertaking. The successful bidder will have four days to deposit the subscription amount and the funds for the public offer in an escrow account.
The government-appointed board of Satyam met today to scrutinise the bids but didn't make any names public. It will meet tomorrow in Mumbai with investment advisors Goldman Sachs and Avendus "to weed out the prospective suitors who failed to meet the criteria," said sources.
Larsen & Toubro, the Spice group and Tech Mahindra independently confirmed having put in the required money. When asked what details the company expected from the board, an L&T spokesperson said: "We have not outlined what we want. We will wait and see what the board provides." Tech Mahindra said it would prefer details of liabilities, receivables and clients.
The stock price of the L&T group was down 4 per cent to Rs 585.10 at the end of trading on the BSE. Tech Mahindra was marginally up, by 0.8 per cent. Tech Mahindra had $110 million cash at the end of December 31, 2008. The L&T group had cash of Rs 1,560.78 crore (Rs 15.61 billion) on March 31, 2008, and net worth of Rs 10,805 crore (Rs 108.05 billion).
Tech Mahindra has got a Rs 1,500 crore (Rs 15 billion) credit line from a consortium of five banks for the acquisition. The banks include SBI Caps, IDBI, Kotak, PNB, HSBC.
Global majors like IBM are understood to have entered the second round, but this could not be confirmed.
Other reported names include Hewlett-Packard and KKR Private Equity Investors. IBM was understood to have registered through a law firm, while HP and CSC, said informed sources, had registered through venture capital firms. Sources said this was a common practice in the West where the identity of the firm was not revealed till a formal expression of interest came into play.
All parties, meanwhile, are understood to have asked the board for complete disclosure of all liabilities. Tech Mahindra also wants a list of forex losses, and whether the company has any inter-corporate deposits. Most bidders, however, believe the bidding process is a "shot in the dark", since the restated financial statements are unlikely to be out before June, despite a huge team of Deloitte and KPMG on this job.
Hence, the Satyam board may present the prospective bidders the operating statements for two quarters - October-December 2008 and January-March 2009. The statement will include revenue figures, client additions and operating margins, but will not give a sense of the compamy's liabilities. It will include the tenure of some major contracts, major competitors with regard to large clients and the number of deals coming up for renewal shortly (without disclosing names).
Liabilities, too, pose a major concern, since at least 13 class action lawsuits have been filed in the US federal courts against the company.
