Adani needs SEBI approval to acquire stake, says NDTV

Tribune News Service

New Delhi, August 25

New Delhi Television Limited (NDTV) on Thursday informed the stock exchanges that its promoters are barred from accessing the securities market until November 26, 2022, and thus the Adani Group would need the approval of the Securities and Exchange Board of India (SEBI) to buy its stake.

Regulatory filing by news channel

• The SEBI on November 27, 2020, restrained the founder-promoters Prannoy and Radhika Roy “from accessing the securities market, and further prohibiting buying, selling, or otherwise dealing in securities, directly or indirectly for a period of two years”
• On Tuesday, Adani Group announced that it has acquired 29.18% shareholding in NDTV and will launch an open offer to buy an additional 26% stake

“Unless pending appeal proceedings were to successfully conclude, SEBI approval is necessary for the proposed Acquirer to secure 99.5% interests in the Promoter Group vehicle, since this would consequently lead to the acquisition of voting rights in respect of 29.18% of the issued share capital of the Target Company,” said NDTV in a regulatory filing.

AMG Media Networks Limited (AMNL), a wholly owned subsidiary of Adani Enterprises Limited (AEL), on Tuesday made an announcement about the acquisition of 29.18% stake in NDTV.

Vishvapradhan Commercial Private Limited (VCPL), a wholly owned subsidiary of AMNL, has exercised the rights to acquire 99.5% of the equity shares of RRPR Holding Private Limited, the promoter group company of NDTV.

But NDTV promoters Prannoy and Radhika Roy say the SEBI had on November 27, 2020, restrained them “from accessing the securities market, and further prohibiting buying, selling, or otherwise dealing in securities, directly or indirectly, or being associated with the securities market for two years”.

In a late-night filing on Wednesday, NDTV said pending the SEBI approval, its promoter entity RRPR has instructed its bankers to return Rs 1.99 crore deposited by VCPL on August 23. On Tuesday, the Adani Group announced that it has acquired 29.18% shareholding in NDTV and will launch an open offer to buy an additional 26% stake. RRPR had taken Rs 403.85-crore loan in 2009-10 from VCPL and issued warrants which are now being converted into 99.9% stake in RRPR in case the loan was not repaid. An Adani Group firm had acquired VCPL from its new owner.

Shares of NDTV hit the upper circuit limit on Thursday for the second day running and were ruling at Rs 407.60 on the National Stock Exchange after closing at Rs 388.20 on Wednesday.

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