Made aware of this exercise "only today": NDTV on its promoter-owned company's ownership change

Just a day after completely denying reports of selling stake, media company NDTV on Tuesday stated that Vishvapradhan Commercial Pvt Ltd (VCPL) has exercised its rights to acquire 99.50 per cent control of RRPR Holding Pvt Ltd "without any discussion with NDTV or its founder-promoters."

RRPR Holding is the promoter-owned company that owns 29.18 per cent of NDTV.

"The notice from VCPL is based on a loan agreement it entered with NDTV founders Radhika and Prannoy Roy in 2009-10. The notice states that VCPL has exercised its option to convert 19,90,000 warrants into equity shares of RRPRH at Rs 10 per share, and that a total of Rs 1.99 crore has been transferred to RRPRH. The NDTV founders and the company would like to make it clear that this exercise of rights by VCPL was executed without any input from, conversation with, or consent of the NDTV founders, who, like NDTV, have been made aware of this exercise of rights only today," it stated in an exchange filing.

RRPR Holding has been told to transfer within two days all its equity shares to VCPL, NDTV added.

However, the company has mentioned that it also "received a copy of the Public Announcement by VCPL dated August 23, 2022 of an open offer for acquiring up to 26 per cent of the Voting Share Capital of NDTV at Rs 294 per share (up to 16,762,530 fully paid-up Equity Shares) per in the requirements of the Securities and Exchange Board of lndia (Substantial Acquisition of Shares and Takeovers) Regulations, 2011."

For the unversed, VCPL said it has exercised the right to acquire "99.5 per cent of the equity shares of RRPR Holding Pvt Ltd". And, Adani Enterprises today said that it has acquired VCPL at a value of around Rs 113.75 crore through its subsidiary AMG Media Networks Ltd.

So, in this way Adani Group would indirectly acquire a 29.18 per cent stake in NDTV via VCPL. In addition, it has made an open offer to purchase another 26 per cent stake in the New Delhi-based media company.

NDTV, in response, stated that the rights to acquire exercise was done without any discussion with NDTV or its founder-promoters and got the information "only today".

Meanwhile, shares of NDTV settled 2.61 per cent higher at Rs 366.20 today.

On Monday, NDTV had stated that its founders (Radhika and Prannoy Roy) and their company, RRPR Holding, continue to hold 61.45 per cent of the total paid-up share capital of NDTV.

Currently, Prannoy Roy and his wife Radhika directly hold 15.94 per cent and 16.32 per cent stake in NDTV, respectively.