Reliance Retail extends deadline to complete Rs 24,713 crore deal with Future Group

Reliance Retail Ventures, the retail arm of Reliance Industries, has for the second time extended the timeline for completing its Rs 24,713 crore deal with Future Group to March 31, 2022, as it awaits regulatory and judicial clearances.

In a regulatory filing on Friday, Future Retail said Reliance Retail Ventures Ltd (RRVL) has "extended the timeline for Long Stop Date from September 30, 2021, to March 31, 2022, to which has been duly acknowledged by Reliance Retail and Fashion Lifestyle Ltd, wholly-owned subsidiary of RRVL".

Earlier, RRVL had extended the timeline for the Long Stop Date from March 31, 2021, to September 30, 2021, said a regulatory filing by Future Retail.

Long Stop, an established practice in mergers & Acquisition transaction, is a timeframe in which parties agree on which all the conditions precedent for a transaction need to be fulfilled and the transaction completed.

Last week, the National Company Law Tribunal (NCLT) had allowed Future Group firms to hold meetings of its shareholders and creditors to seek approval for the sale of assets to RRVL and dismissed the application filed by e-commerce major Amazon opposing the scheme of merger of the Future group companies.

Also read: Future-Reliance deal: SC stays proceedings in Delhi HC, asks NCLT, CCI, SEBI not to pass final orders

Amazon had filed an application objecting to NCLT considering the scheme pending completion of its arbitration proceedings against Future Retail.

The scheme of arrangement between Future and Reliance Retail entails the consolidation of Future Group's retail, wholesale, logistics and warehousing assets into one entity -- Future Enterprises Ltd -- and then transferring it to Reliance Retail.

In August last year, RRVL had said it will acquire the retail and wholesale business, and the logistics and warehousing business of Future Group for Rs 24,713 crore.

The deal has been contested by Amazon, an investor in Future Coupons that in turn is a shareholder in Future Retail Ltd.

In August 2019, Amazon had agreed to purchase 49 per cent of one of Future's unlisted firm, Future Coupons Ltd (which owns 7.3 per cent equity in BSE-listed Future Retail through convertible warrants), with the right to buy into the flagship Future Retail after a period of 3 to 10 years.

After Future's deal with RRVL, Amazon had dragged Future into arbitration at the Singapore International Arbitration Centre (SIAC).

In October, an interim award was passed by the Emergency Arbitrator (EA) in favour of the US-e-commerce major that barred Future Retail from taking any step to dispose of or encumber its assets or issuing any securities to secure any funding from a restricted party.

Amazon and Future have also filed litigations in Indian courts, including the Supreme Court, on the issue. The apex court had recently ruled in favour of Amazon by holding that the EA award was valid and enforceable under Indian laws.

Notably, the Kishore Biyani-led Future Retail Ltd, on August 28, said it has approached the Supreme Court against an order passed by the Delhi High Court to maintain status quo in relation to the deal and directing it to enforce the order of the Singapore-based Emergency Arbitrator.

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