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Adventz Chairman Saroj Poddar has proposed an open offer to buy 30 per cent stake in Kalindee Rail Nirman Ltd. The offer is being made by Adventz group company Texmaco Rail and Engineering.
Kolkata-based Texmaco Rail will pay Rs 68 for each equity share, the company said in a BSE filing on Saturday. Poddar - who was brought in as a white knight after little-known Jupiter Metal of the Om Kothari group made a hostile bid for the company - has acquired 15.63 per cent in the company from the promoters of Kalindee Rail Nirman, at Rs 65 a share.
The move comes a week after the promoters of Kalindee Rail decided to allot 24.9 per cent shares to Poddar's Texmaco on a preferential basis, at Rs 65 a share.
After the acquisition of promoters' shares, Poddar's holding in Kalindee Rail Nirman stands at 40 per cent, which makes it mandatory to make an open offer. According to Securities and Exchange Board of India (Sebi) regulations, a company would have to make an open offer for at least 26 per cent if its stake exceeds 25 per cent.
On Wednesday, the Jaipur-based Om Kothari group changed its offer to non-conditional. The offer was for 30 per cent of Kalindee Rail Nirman's equity. It had offered Rs 65 for each equity share.
Poddar had recently said talks with R D Sharma of Kalindee Rail Nirman began two years ago. "Mr Sharma knew the synergistic advantages both our companies shared and we would be in better position to take it forward," he had said.
Currently 63.75 per cent of Kalindee Rail Nirman's shares are held by retail investors, while 16.89 per cent belong to non-institutional corporate bodies and 2.42 per cent are accounted for by foreign institutional investors.
On Friday, the Kalindee Rail Nirman stock was down 1.33 per cent at Rs 70.65, before rising to Rs 72.55 after the takeover buzz.
While Poddar appears to have established control in Kalindee, the takeover battle at Vijay Mallya-controlled Mangalore Chemicals & Fertilizers (MCF) is still on. Earlier this year, Poddar bought into MCF to acquire control at some point, in consultation with Mallya. However, a surprise entry by Deepak Fertilisers upset his plans.
On July 3, Deepak Fertilisers acquired 24.46 per cent in MCF. Subsequently, Poddar also bought from the market. At present, he has 16 per cent stake in the company. Talks are on with Mallya for a friendly deal.
Story so far
- July 10 The Om Kothari group announces conditional open offer to buy minimum 26% in Kalindee
- July 13 Promoters of Kalindee decide to allot 24.9% shares via the preferential allotment to Poddar's Texmaco
- July 17 The Om Kothari group proposes an non-conditional open offer to buy 30% stake in Kalindee at Rs 65 an equity share
- July 20 Saroj Poddar acquires 15.63% of promoter's share in Kalindee
- July 20 Texmaco Rail and Engineering Ltd proposes to buy 30% stake in Kalindee for Rs 68 an equity share
