Zen Technologies – Buy Back Offer
Zen Technologies – Buy Back Offer
The Target Company hereby announces its intention to Buyback its fully paid-up equity shares of the face value of Rs 10/- each (“Equity Shares”) from the existing registered shareholders / beneficial owners of the Equity Shares of the Target Company (“Buyback”) through the open market using the nationwide electronic trading terminals of the Bombay Stock Exchange Ltd (BSE) pursuant to Article 26 (3) of the Articles of Association of the Company and in accordance with Sections 77A, 77AA and 77B of the Companies Act, 1956 (the Act) and the Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998 (the Buyback Regulations) at a price not exceeding Rs 110/- per equity share (“Maximum Offer Price”) payable in cash, for an aggregate amount not exceeding Rs 4.55 Crores (“Buyback/Offer Size”) i.e. within 10% of the existing paid-up equity share capital and free reserves of the Company as on March 31, 2008 (the date of the last audited accounts) constituting up to a maximum of 6,50,000 equity shares of Rs 10/- each.
The number of Shares to be bought back would depend upon the average price paid for the Shares bought back and the amount deployed in the Buyback, but however total number of shares to be bought back shall not exceed 6,50,000 Equity Shares.
Subject to buyback price being less than or equal to Rs 110/- per share, the Company shall buyback a minimum of 4,13,636 Equity Shares.
The maximum offer price of Rs 110/- per share has been arrived after considering the stock market quotations, book value, return on net-worth and the possible impact of the Buyback on the earnings per share of the Company. The maximum buyback price of Rs 110/- per share offers a premium of approximately 17.58% over the closing price on October 29, 2008 at BSE, the day prior to the date of the board meeting for approving the buyback offer.
Proposed Time Table
Board Meeting approving Buyback – October 30, 2008
Date of opening of the Buyback – March 23, 2009
Acceptance of Shares – Within 7 days of the relevant payout dates of the BSE
Extinguishment of Shares – Within 15 days of acceptance as above
Last Date for the Buyback – October 30, 2009 or when the company has completed buyback to the extent of 6,50,000 equity shares under the offer or upon exhaustion of Rs 4.55 crores set aside for Buyback, whichever is earlier.
Note: Last date for the buyback given also includes completion of payment obligations in respect of buyback.
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