Zuari Fertilisers, others make open offer for 26% in MCFL

Saroj Poddar-led Zuari Group along with Mallya's UB Group has made a counter-offer at a higher price than offered by Deepak Fertiliser, intensifying the efforts to wrest controlling stake in Vijay Mallya’s Mangalore Chemicals & Fertiliser Ltd (MCFL) over the past year.

A BSE filing by MCFL on Tuesday said that Zuari and UB group have made a combined offer for buying some 30.8 million shares or 26 per cent stake in MCFL at Rs 68.55 per share aggregating to Rs 211.22 crore.

The open offer is a combined one between Zuari group’s Zuari Chemicals and Fertilisers and Zuari Agro Chemicals along with UB Group’s United Breweries (Holdings) Limited, Kingfisher Finvest India Limited and McDowell Holdings Limited. It also states that besides entering into an agreement in relation to their shareholdings in MCFL, both groups have declared to exercise their combined voting rights in concert towards key decisions relating to the companyDeepak Fertilisers had on April 23 raised its stake in MCFL to 25.31 per cent from 24.46 per cent and announced an open offer to buy another 26 per cent stake at Rs 63 per share for about Rs 194 crore.

While MCFL promoter United Breweries Group (UB) holds 22.91 per cent stake in the company, Zuari Fertilisers and Chemicals holds 16.43 per cent. Taking advantage of their holdings exceeding 25 per cent, UB Group and Zuari decided to go in for the open offer. Zuari Fertilisers bought about 10 per cent stake in MCFL from SBI group entities in April 2013 and Deepak Fertilisers acquired 24.46 per cent from the UB group company in July.

Speculations were rife in the market that since UB group’s financial position is in bad shape there could be takeover efforts from other corporates. Poddar, whose Adventz Group produces farm inputs, wanted to take over MCFL to help his friend Mallya rescue from any potential takeover bids. Ambit Corporate Finance Private Limited and ICICI Securities Limited are helping in the open offer for Zuari and UB Group.Mallya-led UB group and the Zuari group have entered into an agreement in relation to their shareholdings in MCFL. 



Both groups "intend to exercise their combined voting rights in concert towards key decisions relating to the company."

Commenting on the development, Deepak Fertilisers spokesperson Pranav Thakkar said: “We are evaluating the counter offer and will take necessary steps after consulting our investment bankers.”