Billionaire Gautam Adani will soon control NDTV after Adani Group businesses launched an open offer to buy a 26% interest in the media corporation for Rs 294 per share yesterday. Following the successful conclusion of the deal, Adani business AMG Media Networks Limited (AMNL) would indirectly acquire another 29.18% investment in the media company, bringing its total shareholding in NDTV NSE 3.09% to 55.18%.
If the open offer is successful, the Adani group will become the majority shareholder in the broadcaster with over 55 percent stake.
“Vishvapradhan Commercial Private Limited (VCPL), a wholly owned subsidiary of AMG Media Networks Limited (AMNL), exercised the rights to buy 99.5% of the equity shares of RRPR Holding Private Limited, a promoter group firm of NDTV,” AMG Media Networks stated in a statement.
According to SEBI’s Takeover Regulations, the action would trigger an open offer to purchase up to a 26% interest in NDTV. RRPR is a promoter group business that owns 29.18% of NDTV. In accordance with the SEBI’s (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, VCPL, along with AMNL and AEL (persons acting in concert), announced an open offer to purchase up to 26% of NDTV. According to a BSE filing, the open offer will be for a total consideration of up to Rs 492.8 crore in cash.
“This acquisition is a significant milestone in AMNL’s journey to pave the path of new age media across platforms,” said AMG Media Networks Limited CEO Sanjay Pugalia.
Adani business VCPL said that it has the right to purchase all of the current equity shares of RRPR held by Prannoy Roy and Radhika Roy, acquiring 100% of RRPR’s equity share capital.
RRPR owns 18,813,928 equity shares or 29.18% of NDTV’s entire voting equity share capital.
“As a result of the said transaction, VCPL will make an open offer under the provisions of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (“SAST Regulations”) for up to 16,762,530 fully paid-up equity shares, constituting 26% of NDTV’s voting share capital,” Adani Enterprises said in a BSE filing.
According to the conditions of the warrants, upon exercise of 1,990,000 warrants, RRPR is required to allocate 1,990,000 equity shares of RRPR to VCPL within 2 days, i.e. by August 25th.
In FY22, NDTV earned Rs 421 crore in revenue, Rs 123 crore in EBITDA, and Rs 85 crore in net profit, with no debt, AMNL said.
The well-diversified Adani Group, which has lately entered the media market, has purchased a 49% share in Raghav Bahl’s Quintillion Media. NDTV shares closed at Rs 366.20 on the BSE on Tuesday, up 2.61 percent from the previous close. NDTV later clarified in a statement that VCPL submitted a notice to acquire 99.50% control of RRPR with no debate.
“The VCPL notification is based on a credit arrangement signed in 2009-10 with NDTV founders Radhika and Prannoy Roy. According to the notification, VCPL exercised its option to convert 19,90,000 warrants into equity shares of RRPRH at a price of Rs 10/- per share, for a total of Rs 1.99 crores transferred to RRPRH “It stated.
The channel dismissed speculation that NDTV’s founder-promoters are selling their interest in the firm owned through RRPR Holding as unfounded.
“Radhika and Prannoy Roy are not present and have never been, in talks with any business about changing ownership or selling their part in NDTV. They continue to own 61.45% of NDTV’s total paid-up share capital, both individually and through their firm, RRPR Holding Private Limited “According to NDTV’s BSE report.
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