R-Com reaches settlement with minority investors

In a partial relief for Reliance Communications (R-Com), minority shareholders in its subsidiary, telecom tower firm Reliance Infratel (RITL), have agreed to an amicable settlement of dues.

These minority shareholders, led by HSBC Daisy Investments, hold around 4.26% in RITL. They had moved the Supreme Court against another order passed by the National Company Law Appellate Tribunal (NCLAT), which allowed R-Com’s lenders to proceed with the sale of RITL’s assets, mortgaged with them.

“Reliance Infratel… has informed the NCLAT today that an amicable settlement has been arrived at between it and minority investors holding 4.26% equity in the company, and consent terms will be filed shortly,” a statement issued by R-Com, the telecommunications arm of the Anil Ambani-led Reliance Group, on Tuesday morning said.

“The settlement with the minority investors paves the way for vacation of the stay granted by the NCLT on the sale of RITL’s tower and fibre assets, and will enable the company to proceed with asset monetisation of Rs 8,000 crore as soon as the company exits the debt resolution process under NCLT, for which its appeal, supported by all its lenders, is fixed for hearing today (Tuesday, May 29, 2018) before the NCLAT.”

R-Com didn’t immediately divulge the details of the settlement worked out between HSBC Daisy, other shareholders, and itself. A back-of-the-envelope calculation shows that with a 4.26% holding in RITL, these minority investors could be entitled to a consideration of around Rs 340 crore, based on the estimated proceeds from the proposed asset sale pegged at Rs 8,000 crore. But as is the nature of settlements, chances are that the consideration that R-Com has agreed to pay the investors would be lesser to an extent.

R-Com can only pay whatever consideration it has agreed to with RITL’s minority shareholders once it can go ahead with its plans to sell the tower and fibre assets to Mukesh Ambani-led Reliance Jio (which is a part of a larger Rs 18,000-crore deal). However, that deal can only go through once R-Com has sorted out outstanding issues with its operational creditor, Ericsson.

Pursuant to a plea before filed by Ericsson, the NCLT admitted for a resolution to R-Com’s outstanding debt under the provisions of the Insolvency and Bankruptcy Code (IBC). Supported by its lenders, R-Com challenged the NCLT’s decision before the NCLAT, arguing that the company was well on its way to resolving its debt crisis by selling assets to Reliance Jio. It is this plea that the NCLAT will take up for hearing later today (May 29) and the appellate tribunal’s observations will assume significance vis-à-vis the future course of action.

Simultaneously, R-Com also confirmed that it was holding bilateral negotiations with Ericsson to see if the two parties could arrive at an out-of-court settlement.

A person familiar with the developments told Fortune India that the case filed by Ericsson in the NCLT and the counter-plea filed by R-Com in the NCLAT will be used by the respective companies as bargaining chips to strengthen their hand in the bilateral negotiations. Ericsson appeared to have the upper hand when the NCLT admitted R-Com under the IBC. But if R-Com can manage to get that decision overturned in the NCLAT, it will regain an equal footing in the negotiations.

Also Read -R-Com-Ericsson saga raises several questions.