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Transaction Closure: Open Offer to the shareholders of IL&FS Engineering and Construction Company Limited (formerly known as Maytas Infra Limited) (”Target Company”)

Open offer was made by SBG Projects Investments Limited (“Acquirer”) along with Skylight Investments (Mauritius) Limited (“Skylight”), Infrastructure Leasing & Financial Services Limited (“IL&FS”) and IL&FS Financial Services Limited (“IFIN”). Skylight, IL&FS and IFIN collectively referred to as the persons acting in concert (“PACs”).

The Open Offer was for acquisition of upto 15,533,168 fully paid up equity shares of Target Company representing 20% of the Emerging Voting Share Capital at a price of Rs 195.72 plus interest calculated at the rate of 10% p.a. from the scheduled date of payment of consideration till the actual date of payment of consideration. The Open Offer closed on April 18, 2011.

The Acquirer and PACs acquired 14,563,755 equity shares through the open offer for a total consideration of Rs. 3,023.87 million.

Target Company was promoted by Mr. B Teja Raju, SNR Investments Private Limited and Veeyes Investments Private Limited. However, pursuant to the order of the Company Law Board dated August 31, 2009 IL&FS was nominated as the new promoter of the Target Company. Target Company is currently engaged in the business of infrastructure development, construction and project management company. It executes projects under various domains such as buildings and structures, transportation, water, energy, infrastructure facilities including but not limited to irrigation projects, power projects, roads, ports, airports and railways and housing/ township projects.

The Acquirer would support the existing business of the Target Company and also support the Target Company’s board of directors in their endeavour to develop the business. The Acquirer intends to help grow the existing business of the Target Company and strengthen its position in the industry.

Edelweiss Capital Limited acted as Manager for this Open Offer.