28-Jul-2024 08:14 PM
6525
Chennai, July 28 (Reporter) Ultra Tech Cement Limited of Aditya Birla Group, on Sunday acquired paid up equity shares from three entities of India Cements, one of the oldest companies in India, at a total cost of Rs. 3,954 crores.
Both the companies have entered into a Share Purchase Agreement (SPA-1) today under which
India Cements have agreed to sell 6,81,20,424 equity shares of Rs 10 each, constituting 21.98
per cent of the paid up equity share capital of the company, at a price of Rs 390 per share of
EWS Finance and Investments Private Limited.
This was announced in a regulatory filing in the BSE and NSE today.
The company has made the Disclosure under Regulation 30 and Regulation 30A of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015.
It said the Ultra Tech has also acquired two other entities of the Seller.
Ms.Rupa Gurunath, Trustee, for Financial Service Trust and Security Services Trust, another entity
in the ‘promoter group’ of the Company (India Cements) entered into a separate Share Purchase
Agreement (“SPA 2”) with the Acquirer today, pursuant to which, the Trustee agreed to sell 1,99,54,024 equity shares of Rs.10/- each, constituting 6.44% of the paid-up equity share capital of the Company, to the Acquirer at a price of Rs.390 per equity share.
Sri Saradha Logistics Private Limited (“SSLPL”), a related party of The India Cements Limited has also entered into a separate Share Purchase Agreement (“SPA 3”) with the Acquirer today,
pursuant to which, SSLPL agreed to sell 1,33,16,783 equity shares of Rs.10 each, constituting
4.30% of the paid-up equity share capital of the Company, to the Acquirer at a price of Rs.390 per
equity share.
The Acquirer, under the aforesaid Share Purchase Agreements, would acquire in aggregate 10,13,91,231 equity shares of Rs.10 each, constituting 32.72% of the paid-up equity share
capital of the Company.
The Primary Acquisition and the Open Offer is subject to the receipt of applicable approvals
including from the Competition Commission of India.
Upon completion of the Primary Acquisition of Sale Shares, the Acquirer together with its existing holdings, would hold 17,19,55,887 equity shares of Rs.10 each, constituting 55.49% of the paid-up
equity share capital of the Company and the Company would become a subsidiary of the Acquirer
i.e. UltraTech Cement Limited.
In the filing, India Cements said there will not be any change in Management of Company till completion of acquisition, as per the Share Purchase Agreements.
Meanwhile, Ultratech too made an intimation to stock exchange on increasing stake in India Cements. It has made a regulatory filing before the BSE and NSE.
A release from Ultra Tech said at its meeting held today, the Board of Directors approved the purchase of 32.72% equity stake of the promoters and their associates in India Cements Limited.
UltraTech had made a financial investment in India Cements to acquire 22.77% equity at a price
of Rs 268 per share in June 2024.
"Post this financial investment, the promoter group approached us as they wanted to sell their
holding in the company, and we found it appropriate to acquire their stake in the company", it
said.
India Cements has a total capacity of 14.45 mtpa of grey cement. Of this, 12.95 mtpa is in the
South (particularly Tamil Nadu) and 1.5 mtpa is in Rajasthan.
The transaction is subject to regulatory approvals.
Post signing of SPA and obtaining regulatory approvals, UltraTech will pay Rs. 3,954 crores at
Rs. 390 share for buying 32.72% stake in India Cements from the promoters and their associates.
This will trigger a mandatory open offer, at Rs 390 share. The Open Offer will be done subsequently after obtaining all regulatory approvals.
Mr. Kumar Mangalam Birla, Chairman, Aditya Birla Group, said, “UltraTech Cement’s investments over the years, both organic and inorganic, have been designed to propel India to become a building solutions champion globally."
Every investment in a core sector like cement accelerates economic activity and drives progress. "These investments have also facilitated India’s nationwide infrastructure upgrade, powering our country’s growing need for housing, roads and other vital infrastructure", he said.
This, in turn, has had tremendous impact on the lives and aspirations of people. he added,
“The India Cements opportunity is an exciting one as it enables UltraTech to serve the Southern markets more effectively and also accelerates our path to 200+ MTPA capacity, he said...////...