Adani Group needs SEBI approval for acquisition: NDTV

NDTV (New Delhi Television Ltd) on Thursday said that the Adani group needs prior approval from India's capital markets regulator SEBI to acquire 99.5% control of RRPR Holding, the promoter-owned company that owns 29.18% of the news network.

RRPR Holding is owned by NDTV founder Prannoy Roy and Radhika Roy.

"In view of directions in force vide order dated November 27, 2020, of the Securities and Exchange Board of India (SEBI), restraining the founder-promoters Dr. Prannoy Roy and Mrs. Radhika Roy from accessing the securities market, and further prohibiting buying, selling, or otherwise dealing in securities, directly or indirectly, or being associated with the securities market in any manner whatsoever for a period of 2 years, which expires on November 26, 2022, unless pending appeal proceedings were to successfully conclude prior, SEBI approval is necessary for the proposed acquirer to secure 99.5% interests in the promoter group vehicle, since this would consequently lead to acquisition of voting rights in respect of 29.18% of the issued share capital of the target company held by the promoter group vehicle," NDTV says in a stock exchange filing.

This comes hours after NDTV said that Adani Group-owned entities acquired the news network without any discussion with the company or its founder-promoters Radhika and Prannoy Roy.

Without any discussion with NDTV or its founder-promoters, a notice has been served upon them by Vishvapradhan Commercial Pvt Ltd (VCPL), stating that VCPL has exercised its rights to acquire 99.50% control of RRPR Holding, the media house said.

RRPR Holding has been told to transfer all its equity shares to VCPL, a wholly owned subsidiary of Adani Group's AMG Media Networks.

NDTV said the company and its founders would like to make it clear that this exercise of rights by VCPL was executed without any input from, conversation with, or consent of the NDTV founders, who, like NDTV, have been made aware of this exercise of rights only on Tuesday.

On Monday, the news network had informed the stock exchanges that there was no change in the shareholding of its founders.

Adani Group on Tuesday said its subsidiary AMG Media Networks will indirectly acquire a 29.18% stake in news network NDTV. The acquisition will be followed by an open offer for another 26% stake in the media house, the conglomerate said. The open offer by VCPL to acquire up to 16,762,530 fully paid up equity shares, constituting 26% of the voting share capital of NDTV from the public shareholders, is being made at ₹294 per equity share.

Meanwhile, shares of NDTV rose 5% again on Thursday to ₹407.60 apiece on the National Stock Exchange.