The Committee of Independent Directors (IDC) of New Delhi Television (NDTV) is of the opinion that the open offer price made by Adani Group to acquire a 26% stake in the media firm is “fair and reasonable”.
The IDC also stated that the following the announcement, the share prices of NDTV has been constantly trading “significantly” higher than the open offer price. The shareholders of the media firm should “independently evaluate the open offer and market performance and take informed decisions”, according to the committee.
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The committee – which was chaired by Kaushik Dutta and included members Indrani Roy and John O’Loan – also stated that the offer price is in accordance with Sebi regulations. The committee, which was advised by by Sundae Capital Advisors, also approved all the recommendations unanimously.
NDTV shares closed 4.99% down at `402.30 on Friday, much higher than the offer price of `294 a share. The Adani group’s open offer for the stake in NDTV is slated to open for subscription between November 22 and December 5.
Adani Group had earlier set October 17 as the tentative date for the open offer, which would ultimately lead it to acquiring a controlling 56% stake in NDTV. The group had earlier said that the date “indicative” was subject to approval of Sebi, and was likely to be revised.
Three Adani Group firms — AMG Media Networks, VCPL and Adani Enterprises — had offered to acquire up to 16.7 million fully paid-up shares of NDTV from public shareholders.
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On August 23, Adani Group, helmed by billionaire Gautam Adani, initiated an attempt to acquire a total of 55% stake in NDTV through multi-layered transactions. This was perceived as a hostile takeover bid as the news media firm responded immediately through a stock exchange notice, stating the move was without its consent.
On its part, the media firm had expressed its inability to transfer the shares, citing regulatory hurdles that included a ban on its founder-promoters — Prannoy and Radhika Roy – from trading in the securities markets for two years. This ban would end only by November 26 this year.
