NDTV asks SEBI to clarify if Adani Group acquisition is valid
Citing an order issued by SEBI in 2020, the media group has claimed that the markets regulator needs to approve the acquisition of 29.18% stake.
NDTV wrote to the Securities and Exchange Board of India on Sunday, asking the markets regulator to determine if its 2020 order barring the media group’s promoters from making any deals in the securities market restricts the Adani Group from acquiring its shares.
On Tuesday, Adani Enterprises, led by billionaire Gautam Adani, had announced it will acquire 29.18% stake in NDTV through its subsidiary company Vishvapradhan Commercial Private Limited. This stake is held by NDTV co-founders Radhika Roy and Prannoy Roy through promoter company, Radhika Roy Prannoy Roy Private Limited.
On November 27, 2020, the Securities and Exchange Board of India, or SEBI, had passed an order restraining the Roys from accessing the securities market till November 26, 2022. On Thursday, NDTV had cited this order to claim that the markets regulator needed to approve the acquisition of the 29.18% stake by the Adani Group.
The Adani Group, however, argued that the NDTV co-founders’ arguments were “baseless and legally untenable”.
In a regulatory filing to the exchanges on Monday, NDTV informed its shareholders that it has asked SEBI to clarify on the matter. Vishvapradhan Commercial Private Limited has also been informed about NDTV’s letter to SEBI, the media group said.
Adani Group’s acquisition of NDTV stake
On Tuesday, AMG Media Networks Limited, a wholly-owned subsidiary of Adani Enterprises, bought 100% of the equity stakes in VCPL for Rs 113.74 crore.
In 2009, VCPL had given a loan of Rs 403.85 crore to NDTV. According to the terms of the loan, the company held the right to exercise its warrants and convert the loan amount into equity shares – which it did after being brought by the Adani Group on Tuesday.
In its letter to SEBI, NDTV has questioned the legitimacy of this conversion into equity shares.
After announcing its acquisition on Tuesday, the Gautam Adani-led group of companies had also said it will launch an open offer to acquire another 26% of the media house.
According to SEBI rules, an entity that acquires more than a 25% stake in a company gets the right to announce an open offer to the shareholders of the target company inviting them to sell their shares at a specific price.
NDTV said that the notice about the acquisition was served without “input from, conversation with, or consent” of the Roys.