Nucleus Software Buyback 2024 vs Vls Finance Buyback 2024

The current Buyback is a capital allocation decision taken to seek a fairer valuation of the Company's stock while improving the Company's Return on Equity and increasing shareholder value in the longer term. The Buyback is being undertaken by the Company after taking into account the strategic and operational cash needs of the Company in the medium term and thereby returning surplus funds to the equity shareholders, which are over and above its ordinary capital requirements and over any current investment plans, in an expedient, effective and cost-efficient manner. The Buyback is being undertaken for the following reasons:

• The Buyback will help the Company to distribute surplus cash to its shareholders holding Equity Shares broadly in proportion to their shareholding, thereby, enhancing the overall return to shareholders
• The Buyback, which is being implemented through the tender offer route as prescribed under the Buyback Regulations, would involve a reservation of up to 15% of the Buyback Size for small shareholders. The Company believes that this reservation of up to 15% for small shareholders would benefit a large number of public shareholders, who would get classified as "Small Shareholders" as defined in the Buyback Regulations;
• The Buyback would help in improving financial ratios like earnings per share and return on equity, by reducing the equity base of the Company; and
• The Buyback gives an option to the Eligible Sellers to either choose to participate in the Buyback and receive cash instead of their Equity Shares which are accepted under the Buyback or choose not to participate in the Buyback and get a resultant increase in their percentage shareholding in the Company post the Buyback, without additional investment as a result of decrease in the paid-up Equity Share Capital.

Having regards to the healthy cash flows that the Company has been able to consistently generate, the future projected cash flows of the Company and the anticipated funds required for capital expenditure and working capital to meet the expected future growth of the Company, the Buy-back is expected to achieve the following objectives:

• optimize returns to shareholders;
• enhance overall shareholders' value; and
• optimize the capital structure

The Buy Back, which is being implemented through the Tender Offer as prescribed under the SEBI Buy Back Regulations, would involve allocation of 15% of number of Equity Shares that the Company proposes to Buy Back or several Equity Shares entitled as per the shareholding of Small Shareholders, whichever is higher, to Small Shareholders. The Company believes that this reservation of 15% for

The Buyback gives the shareholders holding Equity Shares of the Company the option to either (i) participate and receive cash instead of Equity Shares to be accepted under the Buyback Offer or (ii) choose not to participate and enjoy a resultant increase in their percentage shareholding post-buyback Offer without additional investment.