Accelya Kale Solutions-Niche & Sticky Business

As per latest AR valuquest fund reduces holding by 1.5%, Birla mutual fund exits,

Is there anything worrying factor?

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In Cashflow statement of annual report. Why is unbilled receivables not considered.
Is unbilled receivable excluded from profit and loss?

This question has been responded above in july month. lets talk about pattern of qtr ending September (if you have any info)…

Just quick thoughts after reading their AR

In Standalone financial - Trade receivables has increased from Rs 52 crores to Rs 74.5 crores, leading to increase in debtor days from 55 days to 72 days. In my view it’s better to have 2 months receivables but they are slightly higher.

The recent tax reduction from 33% to 25% may augur well for Accelya. With the current PBT of Rs 156 crores, this tax reduction, theoretically can increase from the current PAT from Rs 103 crores to Rs 117 crores.

I am not sure with the bankruptcy of Thomas cook whether there will be any major impact on airlines growth which may impact Accelya’s earnings.

in the standalone - The net cash flow from operating activities have reduced from ~Rs 96 crores (2019) to Rs 81 crores (2018) mainly due to increase in receivables and increase in other assets.

The dividends paid as June 19 was Rs 86.3 Crores as against Rs 94.4 crores as June 2018.

Need to know why Management Fees have increased from Rs 3.2 crores as on June 17 to Rs 6.5 crores as June 2019 (Standalone)

Conol financials show Rs 12.3 crores as management fees as against Rs 4.3 crores last year

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Q2 FY20 Results

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An analyst’s take on Accelya Kale
https://www.investing-notes.com/accelya-kale-solutions-ltd-bse-532268-nse-accelya/

We wish to inform you that we have been informed by Accelya Topco Limited (the ultimate
holding company of Accelya Solutions India Limited) that the shareholders of Accelya Topco
Limited, including Warburg Pincus, have, on 15th November, 2019, entered into an
agreement for the sale of the shares and ownership of Accelya Topco Limited to Aurora UK
Bidco Limited, a private company established under the laws of Jersey, which is owned and
controlled by Vista Equity Partners (“Vista”), a leading investment firm focused on enterprise
software, data and technology-enabled businesses.

any further details please may be posted

Note posted just 2 min back on BSE. This should trigger mandatory open offer due to change in ownership.

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What will be impact on our investment in Accelya as a shareholder?

I am not sure what explains the surge in the prices. Understand that open offer gets triggered but will it not be a ‘no-event’? Price will have to be equal or above the deal price but value is not disclosed…
This one article says 1.5bn EUR which looks ridiculous https://www.penews.com/articles/warburg-pincus-sells-airlines-tech-provider-to-vista-equity-in-e1-5bn-deal-20191118

Second thoughts:
There was a 7-8% rally in an almost ‘dry’ stock on 14-15 Nov. This was just before the deal was announced last evening. Excuse my skepticism!!

Disc: Invested

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This is going to be my first such experience. Can some experienced investor guide what to do in such cases. The stock has been in an upward rally since past many days, especially after the announcement of quarterly results. Is the company going to be delisted after the acquistion by new promoters ?

If this is true then open offer price will be significantly higher than current market price. Am i missing anything?

possibly that holdco holds many other such operating entities? And possible that deal value is EV nt equity value - might hv debt component which is non-accelya (india)

Open offer will depend on the SOTP value given to the Accelya Solutions India Limited. which we are unable to know and I think it can be manipulated very easily

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Hi @vivek_mashrani,

Thank you. I see that open offer price 944 is significantly lower than current Market price. Can you please shed some light regarding the concept of open offer ?

I tried to read few articles related to Mandatory Open offer, but it is not clear why open offer is leading to higher market price of the share.

Thanks,
Vinaya

Offer price came only today evening. It was probably in anticipation of higher offer price as last time it was 1,250.

I checked the trading turnover of accelya on both the exchange as per SEBI SAST guidelines. It is less than 10% of total outstanding shares based on total traded shares in 12 calendar months preceding the announcement month. This will make them classify under “infrequently traded” stock as per Regulation 2 (1) (j) of the SEBI SAST regulations.

Hence, as per Regulation 8 of SEBI SAST they would most likely bypass VWAP and preceding 26 week average price criteria. Also, since here parent is bought, it will bypass acquisition price criteria.

This leaves us with price being determined by acquirer basis third party valuation. This is the reason I believe they keep coming up with lower open offer price than CMP each time it gets acquired. Obviously, valuation is very subjective matter and they will be able to justify whatever they want to.

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Open offer is basis a formula based on sebi guidelines . So valued takes 3-4 parameter and average basis the same. This will get published over the next few days but mostly these parameters are last 60 days volume weighted price, PE, EV/Ebidta etc

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Still interesting to note that Warburg sold the company with in 2 years at a much lower price ( reference price 1250 open offer vs 950 this time) even though company performance has started improving and pat is growing in double digit now.

The last light in the tunnel could be… Accelya Solutions India Limited announcing to delist the shares, post completion of the tender offer!!!
Too optimistic!!!