MPS Limited Another Year Of Steady Growth

MPS Limited (“MPS”), a listed pure-play publishing services company, provides platforms and services for content creation, full service production, and distribution to the world's leading publishers, learning companies, corporate institutions, libraries, and content aggregators.

The Group is powered by 2,800 employees based across its five operations and technology centres in India (Noida, Gurugram, Deh radun, Bengaluru, and Chennai), and its five offices in the US (New York, Orlando, Durham, Effingham, and Portland).

The company was established as an Indian subsidiary of Macmillan (Holdings) Limited in 1970. In 2011, the company was acquired by ADI BPO Services Limited from Macmillan (Holdings) Limited, led by Mr. Nishith Arora

THE TRANSACTION

The Board of Directors of MPS Limited (“Transferee Company”) approved the amalgamation of ADI BPO Services Limited (“Transferor Company” or “ADI BPO”) into the Transferee Company. Before the amalgamation, Transferor Company will de-merge its “Infrastructure Management Business” undertaking (“De-merged Undertaking”) into ADI Media Private Limited (“Resulting Company” or “ADI Media”).

Both ADI BPO & ADI Media are owned by the promoters/ promoter entities. ADI BPO is primarily engaged in the business of providing customer services, Lead Generation, data process, and business process outsourcing. It also provides facility management services. ADI BPO is the holding company of MPS Holding 67.77% stake in MPS.

Resulting Company is primarily a B2B magazine publisher with four niche publications-TV Veopar Journal, Communication Today, Broadcast and Cables at and Medical Buyer. Further, it creates rich business content which reaches a targeted business audience via print, web and exhibitions. It also provides facility management services. ADI Media holds 8.43% stake in ADI BPO.

Demerged Undertaking includes the business activity of leasing and infrastructure management covering all related assets, liabilities, rights and obligations. The Appointed date of the transaction is 1st April 2017.

RATIONALE FOR THE TRANSACTION