Cambridge Solutions Ltd has decided to sell and transfer the company's Business Process Outsourcing division including its investments in Cambridge Builders Pvt Ltd (a wholly owned subsidiary of the company) as a going concern to Xchanging Technology Services India Pvt Ltd, an indirect wholly owned subsidiary of Xchanging Plc.

The board of directors, which met today, explored various alternatives to honour the financial commitment arising out of invocation of the corporate guarantee provided in favour of Xchanging UK Ltd, in respect of the loan provided by Xchanging UK Ltd to Cambridge Integrated Services Group Inc.

The proposal is subject to approval of the members, for a total agreed valuation of Rs 299.8 crore, to be suitably adjusted for working capital as on the date of actual transfer and XTSI will settle the fund-based credit facilities of the company directly. The net payment to the company, after settlement of debt, would be approximately Rs 246 crore.

As the proceeds of the sale of the BPO division after adjusting the outstanding fund-based credit facilities would not be sufficient to meet the financial obligation under the invoked corporate guarantee, the board of directors also decided to sell the shares held by the company in Cambridge Integrated Services Victoria Pty Ltd, Australia, a wholly owned subsidiary of the company, to a subsidiary of Xchanging Plc for $16.7 million arrived at based on the fair valuation of shares to meet the financial statement.

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