The Telegraph
Thursday , April 24 , 2014
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Deepak open offer for MCF

Mumbai, April 23: Beleaguered tycoon Vijay Mallya faced the prospect of losing control of one more group company after Deepak Fertilisers & Petrochemicals Corporation Ltd (DFPCL) today announced an open offer to acquire another 26 per cent in Mangalore Chemicals & Fertilisers Ltd (MCF).

Deepak Fertilisers currently holds a 24.46 per cent stake in MCF through its investment company SCN Soilfert. It announced an open offer price of Rs 61.75 per share to acquire up to 3.08 crore shares of MCF, which would value the share buyout at Rs 190 crore if all the shares are tendered.

In a communication sent to the stock exchanges today, Deepak Fertilisers said it intended to acquire another 20 lakh shares (1.7 per cent of Mangalore Chemicals’ equity) from the open market tomorrow at a price not exceeding Rs 63 per share.

The company added that if it acquired shares from the market at a price higher than its offer price, it would revise its open offer price.

The offer price represents a marginal discount to the closing price of the MCF shares on Tuesday.

However, the MCF stock surged after the news of Deepak Fertiliser’s open offer hit the Street and the stock closed about 7 per cent higher at Rs 66.05 on the Bombay Stock Exchange.

Since the open market purchase will take Deepak’s shareholding above 25 per cent, the company will have to come out with an open offer in accordance with the takeover norms prescribed by the Securities and Exchange Board of India (Sebi).

In July last year, Deepak Fertilisers had acquired a little more than 24 per cent of the Vijay Mallya group company from the open market. At that time, it had acquired about 2.89 crore shares at a price of Rs 61.75 per share for around Rs 180 crore.

It’s rare to see hostile takeovers in India but Deepak Fertiliser’s open offer now throws up some interesting possibilities.

The cash-strapped UB could come up with a counter-offer but that may be difficult because banks and institutions are unlikely to lend to the group after burning their fingers over Kingfisher Airlines’ debts.

“We will study the offer, review our options and respond accordingly,” said a UB group spokesperson when asked to comment on the Deepak Fertilisers’ open offer.

The UB group now holds around 22 per cent in Mangalore Chemicals.

The situation is a little more complicated because Saroj Kumar Poddar-controlled Zuari Fertilisers & Chemicals holds 16.43 per cent in MCF.

Zuari had initially acquired 10 per cent in Mangalore Chemicals last year and it ramped up the investment later.

While its senior management has indicated that Zuari has no plans to opt for a hostile takeover of Mangalore Chemicals, the buzz in the market is that Zuari may tender its holding if it gets a good price.

Last year, Mallya had said he was ready to buy the holdings of Zuari and Deepak Fertilisers.

“I intend to keep MCF within the UB Group fold. We are not sellers and if either Saroj Poddar of Zuari Chemicals or Shaileshbhai of Deepak Fertilisers wish to sell their stakes, we would be happy to buy that stake in MCF,” he had then said.

However, Mallya has reportedly dropped these proposals.

Sources here said that the possibility of the UB group ceding control of Mangalore Chemicals could not be ruled out.