The Competition Commission of India has approved the proposed combination involving acquisition of additional shareholding in Thought works Holding, Inc. by AP Funds and  Temasek

Tasmania Midco LLC (Acquirer) is an SPV indirectly wholly-owned by the Apax Partners LLP (AP). AP is a limited liability partnership incorporated under the laws of United Kingdom and the parent of a number of entities which provide investment advisory services to private equity funds investing in a range of industry sectors.

Nevado Investments Pte. Ltd. (Nevado) is a limited company incorporated in Singapore. It is an investment holding company and does not have any business operations other than holding investments. It is an indirect wholly owned subsidiary of Temasek Holdings (Private) Limited (Temasek). 

Thought works Holding, Inc. (Target) is a global technology consultancy corporation, providing IT consultancy and application implementation and managed services.

The Proposed Transaction concerns an acquisition by the investment funds advised by Apax Partners LLP (AP) (the "AP Funds") of additional shareholding in the Target such that post consummation of the proposed transaction the Target will be wholly owned by the AP Funds (through the Acquirer) with Temasek (through Nevado) holding approximately 10% of the Target's equity as a minority non-controlling passive investor (Proposed Combination).

Detailed order of the Commission will follow.

Competition approval for acquisition that consolidates private equity control while preserving a minority passive investor stake. Approval concerns an acquisition where AP-advised investment funds, via an AP-controlled SPV, will acquire additional equity in Thoughtworks Holding, Inc. resulting in full control by the AP Funds and Nevado Investments, an indirect Temasek subsidiary, retaining an approximate minority non-controlling passive stake. The Commission's clearance addresses competition implications of the change in control and ownership structure, with a detailed order to follow.