Acquirers and PAC Announce Delisting Proposal for Jindal Photo Limited

Acquirers and PAC Announce Delisting Proposal for Jindal Photo Limited

Acquirers and PAC Announce Delisting Proposal for Jindal Photo Limited​

Jindal Photo Ltd is set for a potential delisting as Concatenate Power Advest Private Limited, Concatenate Advest Advisory Private Limited, and Jindal India Power Limited have expressed their intent to acquire all public equity shares and voluntarily withdraw the company from stock exchanges.

The acquisition proposal targets 26,46,183 fully paid-up equity shares of Jindal Photo Limited, each having a face value of ₹ 10. The intention is for the combined group to take full ownership of the target company while providing an exit opportunity to public shareholders.

The delisting involves the Acquirers and the Person Acting in Concert (PAC), stating their intent to make a Delisting Proposal across BSE Limited and National Stock Exchange of India Limited.

Current Ownership Structure and Offer Details​

The acquiring entities belong to the Promoter Group of Jindal Photo Limited, alongside Jindal India Power Limited. The total paid-up equity share capital of the company stands at ₹ 10,25,83,260, divided into 1,02,58,326 Equity Shares.

The current holding structure of the Promoter Group and related entities is as follows:

Stakeholder CategoryNumber of Equity Shares HeldPercentage of Paid-up Capital
Concatenate Power Advest Private Limited (Acquirer 1)75,07,16273.18%
Promoter and Promoter Group Collectively76,12,14374.20%
Jindal India Power Limited (PAC)ZeroN/A

The Acquirers have confirmed that neither they nor the PAC sold any equity shares in the six months preceding the announcement of the delisting proposal. The combined group confirmed their commitment to upholding fair and adequate information throughout the process.

Strategic Rationale for Delisting​

The rationale provided for pursuing this acquisition and subsequent delisting centers on strategic business objectives, operational efficiency, and shareholder benefit.

Key reasons cited include:
  • Achieving complete ownership of the Target Company to enhance operational flexibility and support strategic investment opportunities.
  • Saving compliance costs and reducing management time allocated to listing requirements, allowing management resources to be focused on core business operations.
  • Providing a defined exit opportunity for public shareholders.

Transaction Process and Commitments​

The Delisting Proposal will involve determining the floor price and the discovered price through a reverse book building process. The acquired shares will be determined as the price at which bids are accepted, aiming to bring the shareholding of the Acquirers and PAC up to 90% of the total issued equity shares capital (excluding certain specified categories).

The acquisition is subject to several conditions, including:
  • Completion of Due Diligence by a Peer Reviewed Company Secretary.
  • Approval of the Delisting Proposal by the Board.
  • Shareholder approval via a special resolution, where public shareholders must cast at least two times more votes in favor of the proposal than against it.
  • Receipt of approval from Stock Exchanges and any other statutory requirements.

If the discovered price is deemed unacceptable to the Acquirers or PAC, they reserve the right to issue a counter-offer to Public Shareholders within two working days of the bidding period closure.

JINDALPHOT Stock Price Movement​

Shares of Jindal Photo Limited are edging higher to ₹1097.2 as of 3:29 PM, driven by a strong morning performance that yields a 2.71% gain. The stock is seeing brisk activity in live trading, with 2878 shares exchanged so far today.
 

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