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Firstsource Solutions Ltd. Company History and Annual Growth Details

Raju Bhatnagar joins as president and COO (chief operating officer)

2004

-ICICI OneSource acquires Chicago- based research and consulting firm, Pipal Research Corporation

-ICICI OneSource has acquired a New York-based consumer debt collections agency Account Solutions Group (ASG)

2005

-ICICI OneSource acquires RevIT

2006

-ICICI OneSource ties up with Dr Reddy's Foundation for youth employable

Incorporation and registered office

Our Company was incorporated as ICICI Infotech Upstream Limited on
December 6, 2001. The name was changed on April 2, 2002 to ICICI
OneSource Limited. The Company’s name was changed again on
November 21, 2006 to Firstsource Solutions Limited.

Our registered office at the time of incorporation was Zenith House, Keshav
Rao Khade Marg, Mahalaxmi, Mumbai. The registered office was changed
to 6th Floor, Peninsula Chambers, Peninsula Corporate Park, Ganpatrao Kadam
Marg, Lower Parel, Mumbai with effect from January 6, 2003.

History of investments in our Company

1. On May 21, 2002, our Company entered into a debenture facility agreement
with ICICI Bank pursuant to which ICICI Bank was allotted 70,000,000 POCDs
in our Company for a total consideration of Rs. 700,000,000.

2. On September 3, 2002, our Company entered into share subscription agreements
with ICICI Bank and ICICI Trusteeship Services Limited, acting on behalf of ICICI
Information Technology Fund, pursuant to which, on January 19, 2003:

(a) ICICI Bank was allotted 24,000,000 POCPS in our Company for a total
consideration of Rs. 240,000,000; and

(b) ICICI Trusteeship Services Limited was allotted 56,000,000 POCPS each for a total
consideration of Rs. 560,000,000.

3. On July 30, 2003, our Company entered into a share subscription agreement
with WestBridge pursuant to which WestBridge agreed to invest US$7,772,436 in our
Company and our Company, on October 10, 2003, allotted the following securities to
WestBridge:

(a) 10,000 Equity Shares for approximately Rs. 13.11 each; and

(b) 35,672,100 Series ‘B’ POCPS at par value.

In the event of an initial public offering of our Company’s shares, WestBridge is obliged to
convert all of its outstanding Series ‘B’ POCPS into Equity Shares prior to the initial public
offering within the minimum period advised by the merchant bankers to the issue.

4. On August 18, 2003, the following occurred:

4.1 Our Company entered into a conversion agreement with ICICI Bank pursuant to which
ICICI Bank converted the following securities at par value:

(a) its 24,000,000 POCPS in our Company, which were issued pursuant to the share
subscription agreement described in paragraph 2 above; and

(b) 21,000,000 of its POCDs in our Company, which were issued pursuant to the
debenture facility agreement described in paragraph 1 above.

Our Company agreed to issue 45,000,000 Series ‘A’ POCPS to ICICI Bank upon
conversion. These shares were allotted on October 10, 2003.

4.2 ICICI Bank had sold its remaining 49,000,000 POCDs in our Company to SIF. Our
Company entered into a deed of adherence with ICICI Bank and SIF pursuant to which
SIF agreed to be bound by the terms of the debenture facility agreement described in
paragraph 1 above as though it had been an original debenture holder and party to that
agreement.

4.3 Our Company entered into a conversion agreement with SIF pursuant to which SIF
converted the following securities at par value:

(a) its 56,000,000 POCPS, which were issued pursuant to the share subscription
agreement described in paragraph 2(b) above and had subsequently been
transferred by ICICI Trusteeship Services Limited to SIF; and

(b) the 49,000,000 POCDs it had just purchased from ICICI Bank.

Our Company agreed to issue 105,000,000 Series ‘A’ POCPS to SIF upon conversion.

5. On June 18, 2004, the Board passed a resolution to allot 105,000,000 Equity Shares
at par value upon conversion of SIF’s 105,000,000 Series ‘A’ POCPS.

6. On June 18, 2004, the Board passed a resolution to allot 45,000,000 Equity Shares at
par value upon conversion of ICICI Bank’s 45,000,000 Series ‘A’ POCPS. These shares
were allotted on October 10, 2003.

7. On August 17, 2004, the following occurred:

7.1 Our Company entered into a share subscription agreement with Aranda and
WestBridge pursuant to which:

(a) Aranda agreed to invest US$30,000,000 in our Company and our Company
allotted the following securities to Aranda:

(i) 20,000 Equity Shares for approximately Rs. 19.85 each; and

(ii) 138,785,306 Series ‘C’ POCPS at par value, and

(b) WestBridge agreed to invest a further US$5,000,000 in our Company and was
allotted 23,137,500 Series ‘C’ POCPS at par value.

These shares were allotted on September 3, 2004.

In the event of an initial public offering of our Company’s shares, Aranda and
WestBridge are obliged to convert all of their outstanding Series ‘C’ POCPS into Equity
Shares.

7.2 Our Company and its shareholders at the time (SIF, ICICI Bank, WestBridge and
Aranda) entered into a shareholders’ agreement to set out their rights as shareholders
regarding the management of our Company and the class of securities they hold. This
shareholders’ agreement has since been amended and restated in the shareholders’
agreement dated March 31, 2006 described in paragraph 8.4 below.

8. On March 31, 2006, the following occurred:

8.1 Our Company entered into a share subscription agreement with Metavante pursuant to
which Metavante agreed to invest US$15,000,000 in our Company and our Company
allotted the following securities to Metavante:

(a) 10,000 Equity Shares for approximately Rs. 30.45 each; and

(b) 67,664,250 Series ‘D’ POCPS at par value.

In the event of an initial public offering of our Company’s shares, Metavante is obliged to
convert all of its outstanding Series ‘D’ POCPS into Equity Shares upon closing of the
initial public offering, unless advised by the merchant bankers to the issue that pursuant
to applicable laws, rules, regulations and guidelines they should be converted during the
initial public offering process.

The aforementioned shares were allotted on April 20, 2006.

8.2 Our Company entered into a share subscription agreement with Aranda and
WestBridge pursuant to which:

(a) Aranda agreed to invest a further US$15,000,000 in our Company and our
Company allotted 67,695,000 Series ‘D’ POCPS to Aranda at par value; and
(b) WestBridge agreed to invest a further US$5,000,000 in our Company and the
Company allotted 22,565,000 Series ‘D’ POCPS to WestBridge at par value.

The aforementioned shares were allotted on April 20, 2006.

In the event of an initial public offering of our Company’s shares, Aranda and
WestBridge are obliged to convert all of its outstanding Series ‘D’ POCPS into Equity
Shares upon closing of the initial public offering, unless advised by the merchant bankers
to the issue that pursuant to applicable laws, rules, regulations and guidelines they should
be converted during the initial public offering process.

8.3 Our Company was party to a share purchase agreement between Metavante, ICICI Bank
and SIF, pursuant to which ICICI Bank sold 22,016,162 Equity Shares to Metavante for a
total consideration of US$15,000,000. The share purchase agreement contains the
following options:

(a) an option for Metavante to acquire such number of Equity Shares from ICICI
Bank and SIF as to increase its holding in the Company’s equity share capital to
20% on a fully diluted basis (the "Call Option"); and

(b) an option for ICICI Bank and SIF to dispose of such number of their Equity
Shares as would constitute 5% of the Company’s equity share capital on a fully
diluted basis to Metavante and its permitted transferees (the "Put Option").

The Call Option may only be exercised between the six month and the twelve month
anniversary of the date the purchased shares were transferred and prior to the completion
of an initial public offering of the Company’s shares, and only if the Company and
Metavante have entered into the operating agreement and Metavante had invested US$
15,000,000 in Series ‘D’ POCPS of the Company. The call price is US$0.803 per Equity
Share.

The Put Option may only be exercised if Metavante has confirmed within 180 days of the
date of the share purchase agreement that the Put Option is binding and enforceable on it
and prior to the completion of an initial public offering of the Company’s shares. The put
price is US$ 0.6944 per Equity Share.

8.4 Our Company and its shareholders (SIF, ICICI Bank, WestBridge, Aranda and
Metavante) entered into a shareholders’ agreement, which amended and restated the
shareholders’ agreement described in paragraph 7.2 above. The shareholders’ agreement
set out their rights as shareholders regarding the management of our Company and the
class of securities they hold. It contains customary provisions relating to, inter alia, antidilution,
pre-emption and distributions. The key terms of the shareholders’ agreement
have been incorporated into our Company’s Articles. The rights and obligations of all of
the parties to the shareholders’ agreement terminate upon the successful completion of an
initial public offering of the shares of our Company. Therefore, such provisions of the
Articles which reflect the shareholders agreement shall have to be removed after the
completion of the IPO. The shareholders’ agreement has been made available for
inspection. See the section titled "Material Contracts and Documents for Inspection" on
page 365 of this Draft Red Herring Prospectus. The material terms of Articles have been
reproduced in the section titled "Main Provisions of the Articles of Association" on page
328 of this Draft Red Herring Prospectus .

9. On November 22, 2006, the Company in an Extraordinary General Meeting approved the
conversion of all of the outstanding Series ‘B’ POCPs, Series ‘C’ POCPs and Series ‘D’ POCPs
into Equity Shares. See "Capital Structure - Notes to Capital Structure" on page 15 of this Draft
Red Herring Prospectus for further details.

Key Events and Milestones

Year Month Key Events and Milestones

2002 May Acquisition of Customer Asset Indian Private Limited (Bangalore)
2002 July Second delivery centre (Mumbai)
2002 November Third delivery centre (Bangalore)
2003 July Acquired First Ring Incorporated
2003 March First company to be awarded COPC certification for both voice and back office
processes
2003 July WestBridge Capital Partners, now managed by Sequoia Capital Partners, invests in
our Company
2003 September Crossed 3,000 full time employees
2003 May First Indian BPO company to achieve British Security Standard BS 7799 for
information security
2003 November Crossed Rs. 1,000 million in annual revenues
2004 April Fourth delivery centre (Mumbai)
2004 April Crossed 2,000 seats
2004 June Crossed 4,000 full time employees
2004 July Acquisition of majority stake in Pipal Research Corp, USA (New Delhi Centre)
2004 August Aranda invests into our Company
2004 September Sixth delivery centre (Mumbai)
2004 September Acquisition of Accounts Solutions Group LLC (Amherst, NY Centre)
2004 September Crossed 4,000 seats
2005 January Crossed 5,000 full time employees
2005 March Acquisition of RevIT Systems Private Limited (Chennai and Pondicherry)
2005 April Tenth delivery centre (Trichy)
2005 April Crossed 6,000 full time employees
2005 May Crossed 7,000 full time employees
2005 October Eleventh delivery centre (Bangalore)
2005 October Crossed 6,000 seats
2006 January Crossed 8,000 full time employees
2006 March Strategic partnership with Metavante Corporation
2006 March Crossed Rs. 5000 million in annual revenues
2006 July Twelfth delivery centre (Belfast, Northern Ireland)
2006 August Thirteenth delivery centre (Kinston, NY)
2006 September Fourteenth delivery centre (Kolkata)
2006 September Crossed 9,000 full time employees
2006 October Fifteenth delivery centre (Londonderry, Northern Ireland)
2006 October Crossed 8,000 seats
2006 October Sixteenth delivery centre (Argentina)
2006 November Seventeenth delivery centre (Reno, USA)
2007

- Company name has been changed from ICICI OneSource Ltd to Firstsource Solutions Ltd.

2008

-Firstsource signs outsourcing contract with Barclays.

2010

- Firstsource Solutions has inked a five - year outsourcing agreement with private sector lender Axis Bank.

2011

- Golden Peacock Award

- Asia’s Best Employer Brand Award 2011

- Ranked No. 1 in extended business office services for KLAS’ 2010 Top 20 Best in KLAS Awards: Software and Professional.

- Firstsource Recognized with Top Honors at the International Quality and Productivity Council (IQPC) Conference.


2012

- The European Call Centre and Customer Service Awards 2012 - Outsourcer of the Year.

- Firstsource bags Aaj Tak Care Awards for creating livelihood in the rural sector.

- Firstsource Wins Marketing Magazines’s Contact Centre Agency of the Year Award.

- Firstsource Partners with Digi-EXPress® to Deliver Cloud-Automated Solutions for Publishers’ Intellectual Property Rights, Content Licensing and Contracts.

- Firstsource Solutions organizes 3rd edition of Road Safety Awareness Drive in Trichy

--Registered Office of the Company has been shifted from 6th Floor, Peninsula Chambers, Ganpatrao Kadam Marg, Lower Parel, Mumbai - 400013 to 5th Floor, Paradigm 'B' wing, Mindspace, Link Road, Malad (West), Mumbai 400064.

2013
-Mr. Ganesh Iyer has been appointed as Head - Strategy and Investor Relations of the Company.

2014
-"Firstsources First Customer Intelligence Solution Receives Frost & Sullivans 2013 North American New Product Innovation Award for Contact Center Outsourcing".

2015
-Firstsource Bags Multiple Honours for Innovative HR Initiatives
-Springvale in Partnership with Firstsource
-Firstsource Recognised for Industry Excellence at Frost & Sullivan 2015 Asia Pacific Best Practices Awards
-Firstsource secures win at UK Customer Experience Awards 2015
-Firstsource Launches University-Accredited Degree
-Firstsource Wins Three Awards at Welsh Contact Centre Awards 2015

2016
-The Company has completed the acquisition of the BPO division of ISGN Corporation.
-Best Employer Brand Award – Regional Best Employer

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