CCI Approves Acquisition of Majority Stake in Roop Automotives by CA Carob Investments

The deal involves a securities swap between Highway Industries Limited (HIL) shareholders and RAL, leading to the acquisition of up to 68.9% of RAL's shareholding by the Investor.

The Competition Commission of India (CCI) has approved a proposed combination involving several interconnected steps, culminating in the acquisition of up to 68.9% of Roop Automotives Limited (RAL) by CA Carob Investments (Investor), a special purpose vehicle controlled by affiliates of the Carlyle Group Inc.

The deal involves a securities swap between Highway Industries Limited (HIL) shareholders and RAL, leading to the acquisition of up to 68.9% of RAL's shareholding by the Investor. The acquisition is structured through multiple interlinked transactions, with the primary step being the swap of securities between HIL and RAL, paving the way for the Investor to acquire a controlling stake in RAL.

About the Investor and Carlyle Group

CA Carob Investments, based in Mauritius, is a special purpose vehicle (SPV set up solely for the purpose of this transaction) owned and controlled by investment funds advised and managed by affiliates of Carlyle Group Inc. Carlyle is a global leader in alternative asset management, with funds across various investment areas including corporate private equity, real assets (real estate, infrastructure, energy, and renewable resources), global credit, and investment solutions.

As of now, the Investor does not have any operational activities. Carlyle's involvement in the deal brings substantial financial expertise and global investment strategies to support Roop Automotives' future growth.

About Roop Automotives Limited (RAL)

Roop Automotives Limited is an Indian public limited company that manufactures and sells auto-components. The company plays a significant role in the automotive parts sector in India, serving a wide range of domestic and international markets. The acquisition by Carlyle’s affiliate is set to enhance RAL's capabilities and potentially expand its operations in both the domestic and global automotive industries.

About Highway Industries Limited (HIL)

Highway Industries Limited, also a public limited company incorporated in India, is engaged in the manufacturing and selling of auto-components. The company is a key player in the auto-parts sector and its shareholders will be involved in the securities swap as part of this proposed combination.

Management and Shareholding Structure

Mohit Oswal and Gaurav Jain, the Managing Directors and shareholders of RAL, will play a crucial role in ensuring a smooth transition and continued leadership at RAL. Their continued involvement will provide stability and continuity to RAL’s operations.

Strategic Implications

The approval of this deal signals a significant consolidation in the Indian auto-component manufacturing sector, with the potential to unlock further value in the industry. The involvement of Carlyle, one of the world's most established private equity firms, is expected to bring in capital, expertise, and strategic guidance to RAL, enabling it to scale up its operations and explore new growth avenues. This acquisition is also a step forward in enhancing the global competitiveness of the Indian auto-components industry, in line with the government's vision for a self-reliant India (Atmanirbhar Bharat).