Adani takes control of NDTV, buys promoters at 17% premium to open offer price

NEW DELHI: Adani group on Friday received full command of news broadcaster NDTV immediately after it acquired most of founders — Prannoy Roy and Radhika Roy — stake at a high quality of just about 17 for each cent about the charge it compensated to minority shareholders of the agency.
Adani team now holds 64.71 for each cent of New Delhi Tv Ltd (NDTV), in accordance to a regulatory submitting.
The team run by Asia’s richest person Gautam Adani utilized RRPR Holdings Non-public Restricted, a organization that was launched by the Roys and bear their initials in its name, to acquire 27.26 for every cent shares from Prannoy Roy and Radhika Roy at a price tag of Rs 342.65 for each share, it claimed.
The cost paid to Roys, which interprets into Rs 602 crore, is nearly 17 per cent high quality to Rs 294 a share Adani Team experienced supplied in an open up offer to minority shareholders right after getting regulate of RRPR Holdings.
Shares of NDTV shut at Rs 345.60 apiece on the BSE.
Prannoy Roy held 15.94 per cent stake in NDTV, of which, he has offered all but 2.5 per cent stake. His wife Radhika Roy far too marketed all but 2.5 for every cent of the 16.32 for each cent stake she experienced in NDTV.
Adani Team initially obtained Vishvapradhan Business Private Minimal, a small-recognized business that had specified Rs 403 crore of an desire-cost-free financial loan to RRPR Holdings in 2009-10 in exchange for warrants that authorized it to purchase a stake in the newsgroup at any time. Adani team exercised those rights in August this calendar year, which NDTV reported was completed without the need of its consent.
By virtue of that, the Adani team took command of RRPR Holdings, which held a 29.18 per cent stake in NDTV. Thereafter, it built an open up give to purchase an supplemental 26 for every cent from community shareholders.
That open provide uncovered buyers prepared to market more than 53 lakh shares of NDTV in spite of the deep lower price on the stock’s investing price tag. The inventory tendered translated to an 8.26 for each cent shareholding.
Its stake as a result of RRPR Holdings, open up provide acquisition and purchasing 27.26 per cent from Roys have now presented Adani group comprehensive command of NDTV with a 64.71 for every cent fascination.
Sector experts mentioned Adani group paid out Roys a higher price employing a so-called inter-se transfer or share sale between entities connected to NDTV’s homeowners, which will allow spending a top quality. RRPR Holdings is an current NDTV keeping company that has bought shares from Roys.
Also, Adani team introduced the share buy from Roys a full 18 times after the close of the open up provide – a timeframe that will allow the takeover code not to kick in.
“RRPR, an indirect subsidiary of the corporation and member of the promoter/promoter group of NDTV, has obtained a 27.26 per cent equity stake in NDTV from Prannoy Roy and Radhika Roy by way of inter-se transfer…,” stated a regulatory filing from Adani Enterprises.
On December 23, Prannoy Roy and Radhika Roy announced to market 27.26 per cent out of their remaining 32.26 for every cent shareholding in the NDTV to the Adani Team.
“Vishvapradhan Commercial Personal Limited (an indirect subsidiary of the corporation) holds an 8.27 per cent fairness stake in NDTV and RRPR (prior to the present acquisition) held 29.18 per cent equity stake in NDTV. Consequent to the existing acquisition, RRPR will keep 56.45 for each cent,” the submitting claimed.
Adani Team acquired Roys’ shares at the price tag of Rs 342.65 per share. Dependent on this value, the sale of 1.75 crore shares would have fetched the Roys up to Rs 602.30 crore.
“The acquisition was done on December 30, 2022 on the block deal window of NSE,” it extra.
Adani team previously has taken two board positions on NDTV and by advantage of the stake order now, it can unseat Prannoy Roy who is at present the chairman of the enterprise.
Gautam Adani, the richest Asian and the founder chairman of Adani group, past month advised the Financial Times that he intends to scale up NDTV to make it an international media group and experienced asked Prannoy Roy to keep on being as chair.
NDTV will give Adani Team a footprint in the media space as aspect of its broader diversification spree that has led to the expansion of the conglomerate outside of coal mining and ports into airports, data centres, cement and electronic companies.
In 2009, RRPR, or Radhika Roy Prannoy Roy Holdings Private Confined, took an fascination-cost-free financial loan of Rs 403 crore from a company connected to Reliance Industries that inevitably ended up with a intently-held business Vishvapradhan Commercial Pvt Ltd (VCPL). The loan permitted VCPL to transform warrants into shares of RRPR Holdings, which held a 29.18 for each cent stake in NDTV.
In August, Adani Group obtained VCPL and sought the conversion of warrants arising from unpaid loans into fairness. NDTV to begin with said the shift was “executed without the need of any input from, dialogue with, or consent of” its founders. But late last month, the conversion was agreed to, and Adani acquired 29.18 for each cent shares of NDTV.
Publish takeover, Adani Team appointed two of its executives — Sudipta Bhattacharya and Sanjay Pugalia — to the RRPR Holdings board, as very well as Senthil Chengalvarayan, a journalist who is an impartial director at Quintillion Company Media Pvt, a further media business in which Adani purchased a stake earlier this yr.
Pugalia, a previous journalist, is the main executive officer and editor-in-chief of media initiatives at Adani Group.