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NDTV open offer date ‘indicative’, subject to SEBI nod

The tentative date for an open offer to acquire a majority stake in New Delhi Television Ltd (NDTV) is only “indicative”, and subject to approval from the Securities and Exchange Board of India (SEBI) and other regulatory bodies, Adani Enterprises said on September 2.

The clarification came three days after the company, in a detailed public statement (DPS), said its open offer for a 26 percent stake in NDTV will tentatively open on October 17.

In its latest exchange filing, Adani Enterprises noted that the timelines mentioned in the DPS “may have to be revised”.

“This is to clarify that the timelines mentioned in the DPS by the Manager are indicative (prepared on the basis of timelines provided under the SAST Regulations) and are subject to receipt of relevant approvals from various statutory/regulatory authorities and may have to be revised accordingly,” it informed the stock exchanges.

The Adani group, led by billionaire Gautam Adani, has been accused by NDTV of attempting a hostile takeover of the media network. The acquisition bid began on August 23, when Adani Enterprises announced that its wholly-owned subsidiary – AMG Media Networks Ltd (AMNL) – has acquired a 100 percent stake in Vishvapradhan Commercial Private Limited (VCPL).

VCPL had issued a loan of Rs 403.85 crore to RRPR Holding Pvt Ltd – the promoter firm of NDTV – in 2009-10. Against this amount, warrants were issued to the lending entity by RRPR, which holds a 29.18 percent stake in the news channel company.

With the warrants, VCPL had the right to convert them into a 99.9 percent stake in RRPR in case the loan was not repaid. Adani Group first acquired VCPL from its new owner and exercised the option to convert unpaid debt into a 29.18 percent stake in NDTV.

The promoters of NDTV had claimed that they were completely unaware of the takeover until it was publicly announced and that it was done without their consent.

Both, Adani Enterprises and NDTV promoters approached SEBI on August 29, seeking clarity on the applicability of the regulator’s earlier order regarding the conversion of warrants into shares, which is a decisive factor in the takeover battle for the media group.

The NDTV promoters have asserted that the deal cannot go ahead without SEBI’s nod, as the market regulator had, in an order issued on November 27, 2020, restrained the news channel’s founders – Radhika Roy and Prannoy Roy – from the securities market for two years and that period ends on November 26. PTI

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