Quess Corp to Acquire FM business of Manipal Integrated Services Pvt. Ltd

Emerges as one of India’s largest integrated facility management providers

Bangalore November 28, 2016: Quess Corp., India’s leading integrated business services provider, announced that it has entered into agreements to acquire the facility management and catering businesses of Manipal Integrated Services Pvt. Ltd. (“MIS” or “Company”), and have approved the draft scheme of arrangement for such demerger of the facility management and catering businesses to Quess. This will help strengthen the market leading position of Quess in the integrated facility management space in India.

Quess will initially invest Rs. 2,200 mn by subscribing to CCPS of MIS for securing an interest in the Facility Management and Catering Businesses, development of the same and facilitating the demerger of the same businesses. Subsequently, the Facility Management and Catering businesses of MIS will be demerged into Quess pursuant to a Scheme of Arrangement which will see Quess issue approximately seven million one hundred and fifty thousand equity shares to equity shareholders of MIS.

MIS runs the facility management, food services and hostels business of the Manipal Education and Medical Group (“MEMG”), in addition to servicing marquee third party clients. MIS (along with its subsidiaries) serves more than 120 clients with presence in Healthcare, Education and BFSI sectors.

With a headcount in excess of 17,000 associates, the facility management and catering businesses are expected to close FY17 with estimated revenue of INR 4,265 million.

Quess and MEMG, with this agreement, have entered into a long term partnership under which Quess will provide facility management, catering and security services to all MEMG affiliated entities for a minimum period of five years.

Commenting on the partnership, Mr. Ajit Isaac, Chairman and CEO of Quess Corp said, “We are excited about our partnership with the Manipal group. The acquisition helps build our facility management capabilities in the healthcare and education sectors with a focus on delivering higher value added services to clients. In addition to being non-cyclical sectors, the investment is margin accretive and in line with Quess’ philosophy of backing strong management teams. We are confident of achieving further synergies between acquired businesses and Quess’ existing facility management business to create long term stakeholder value”.

Dr.RanjanPai, MD and CEO of Manipal Education and Medical Group commented “With this announcement, we have taken a step further in sharpening focus on our core businesses of healthcare, education and research. We have built a profitable and diversified portfolio of facility management and catering clientele, and this transaction presents the best strategic outcome for the business. We believe that Quess Corp’s domain expertise complements our philosophy of providing high-quality, personalized services to our patients, students and other customers.”

Closing of the transaction is subject to, inter-alia, fulfilment of certain conditions precedent set out in the agreement between the parties, and statutory and regulatory approvals to the Scheme of Arrangement.

ICICI Securities acted as financial advisors to Quess and also provided fairness opinion on the share entitlement ratio envisaged under the Scheme of Arrangement.Allegro Capital Advisors acted as financial advisors to Manipal Education and Medical Group.

Disclaimer :

This document contains statements that constitute forward-looking statements. These statements include descriptions regarding the intent, belief or current expectations of the Company or its directors and officers with respect to the results of operations and financial condition of the Company. These statements can be recognized by the use of words such as ”expects”, “plans”, ‘will”, “estimates”, “projects”, or other words of similar meaning. Such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and actual results may differ materially from those in such forward-looking statements as a result of various factors and assumptions, which the Company believes to be reasonable in light of its operating experience in recent years. The risks and uncertainties relating to these statements include, but not limited to, risks and uncertainties, regarding fluctuations in earnings, our ability to manage growth, competition, our ability to manage our international operations, government policies, regulations, etc. The Company does not undertake any obligation to revise or update any forward looking statement that may be made from time to time by or on behalf of the Company including to reflect actual results, changes in assumptions or changes in factors affecting these statements.