Adani Entities have made an open offer for acquiring a 26 per cent stake in NDTV at Rs 294 per share. In an exchange filing, the company said that that Vishvapradhan Commercial Private Limited (VCPL), an indirect subsidiary of Adani Enterprises Limited would be acquiring 99.5 per cent of the equity share capital of RRPR Holding Private Limited, a promoter company of New Delhi Television Limited (NDTV).
“We hereby inform you that VCPL, (a wholly owned subsidiary of AMG Media Networks Limited (“AMNL”) which is a wholly owned subsidiary of the Company), owns warrants of RRPR and has exercised its right to convert 1,990,000 warrants into 1,990,000 equity shares of RRPR constituting 99.50 per cent of RRPR’s equity share capital (“Warrant Exercise”), by issuing a warrant exercise notice dated August 23, 2022 (“Warrant Exercise Notice”) to RRPR,” the notification said.
The filing said that VCPL, at its sole discretion, would have the right to exercise further warrants to acquire up to 99.99 per cent of the equity share capital of RRPR at any time and exercise a purchase option to purchase all of the existing equity shares of RRPR held by Prannoy Roy and Radhika Roy, thereby acquiring 100 per cent of the equity share capital of RRPR.
Adani entities after the open offer will have controlling stake in NDTV said sources close to the deal
“Upon allotment of equity shares by RRPR pursuant to the warrant exercise, VCPL will own 99.5 per cent of the paid-up equity share capital of RRPR. RRPR in turn holds 18,813,928 equity shares representing 29.18 per cent of the total voting equity share capital of NDTV,” the filing said.
According to the notification, the transaction would result in an indirect acquisition of voting rights over and above the 25 per cent of NDTV. As per the provisions of the Securities and Exchange Board of India the transaction triggers an open offer by VCPL for up to 16,762,530 fully paid-up equity shares, constituting 26 per cent of the voting share capital of NDTV.
NDTV is a leading media house and operates three national news channels – NDTV 24×7, NDTV India and NDTV Profit. NDTV recorded revenue of Rs 421 crore with an EBITDA of Rs 123 core and net profit of Rs 85 crore in FY22 with negligible debt.
“This acquisition is a significant milestone in the journey of AMNL’s goal to pave the path of new age media across platforms” stated Sanjay Pugalia, CEO, AMG Media Networks Limited. “AMNL seeks to empower Indian citizens, consumers and those interested in India, with information and knowledge. With its leading position in news and its strong and diverse reach across genres and geographies, NDTV is the most suitable broadcast and digital platform to deliver on our vision. We look forward to strengthening NDTV’s leadership in news delivery.”
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