Shardul Amarchand Mangaldas & Co. (SAM & Co.) advised affiliates of GE in relation to the sale of their entire shareholding in their Cards business in India.
SBI Cards is the second largest cards company by market share in India. The Cards business is operated through two joint venture companies between SBI and affiliates of GE, SBI Cards and Payment Services Pvt. Limited and GE Capital Business Process Management Services Pvt. Limited.
The Private Equity Group of SAM & Co.'s General Corporate Practice and the Tax Practice advised the affiliates of GE on structuring, negotiating and finalising the transaction documents.
The transaction team consisted of Shuva Mandal, Partner; Abhishek Guha, Partner; Anwesha Haldar, Senior Associate; Aditi Tralshawala, Associate; and Alind Chopra, Associate. The Tax Practice Team was led by Abhay Sharma, Partner.
As a part of the transaction, the affiliates of GE, GECMOI and GEREIH, entered into definitive agreements for sale of their entire shareholding amounting to 40 percent of SBI Cards and Payment Services Private Limited and 60 percent of GE Capital Business Process Management Services Private Limited (JVCos) to each of (a) State Bank of India (an existing shareholder of both the companies) and (b) Carlyle Group. Pursuant to the proposed transaction the affiliates of GE will completely exit the JVCos and SBI shall hold 74 percent and Carlyle Group shall hold 26 percent of each the JVCos.
The transaction was signed on 21 July, 2017 and is expected to close in the fourth quarter of 2017, subject to receipt of regulatory approvals from the CCI and the RBI.
The parties involved in the transaction were the affiliates of GE, the affiliates of Carlyle Group and the State Bank of India.
Other advisors to the transaction were Slaughter and May (Legal advisors to GE), PwC (Tax advisors to GE), Morgan Stanley (Financial advisors to GE); Latham and Watkins (Legal advisors to Carlyle), Cyril Amarchand Mangaldas (Legal advisors to Carlyle), EY (Tax advisors to Carlyle), Desai and Diwanji (Legal advisors to SBI), Deloitte (Tax advisors to SBI), Barclays (Financial advisors to SBI).