Description

JSW Paints Limited launches open offer to acquire up to 26% voting share capital of Akzo Nobel India Limited at INR 3,231.77 per equity share.

Summary

JSW Paints Limited, together with PACs JTPM Metal Traders Limited and JSW EduInfra Private Limited, has launched an open offer to acquire up to 1,18,40,482 fully paid-up equity shares (representing up to 26% of voting share capital) of Akzo Nobel India Limited at INR 3,231.77 per equity share. The offer is made pursuant to SEBI (SAST) Regulations 3(1) and 4, following an underlying transaction. The offer size is subject to proportionate reduction such that resulting shareholding does not exceed 75% of voting share capital.

Key Points

  • Acquirer: JSW Paints Limited (CIN: U24200MH2016PLC273511)
  • PAC 1: JTPM Metal Traders Limited (CIN: U74999MH2017PLC405988)
  • PAC 2: JSW EduInfra Private Limited (CIN: U85500MH2024PTC418767)
  • Target Company: Akzo Nobel India Limited (CIN: L24292WB1954PLC021516)
  • Offer Size: Up to 1,18,40,482 equity shares (26% of voting share capital)
  • Offer Price: INR 3,231.77 per equity share, payable in cash
  • Face Value: INR 10 per equity share
  • Proportionate Reduction: If fully subscribed, offer size reduces to 92,73,902 shares (~20.36%) and seller shares reduce to 2,48,81,333 shares (~54.64%)
  • Not Conditional: Offer not conditional on minimum acceptance level
  • Not a Competing Offer: As per Regulation 20 of SEBI (SAST) Regulations

Regulatory Changes

No regulatory changes announced. This circular is a public announcement of open offer made in compliance with SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, as amended.

Compliance Requirements

  • Public Shareholders: Should review the Letter of Offer and decide whether to tender their shares
  • Recent Sellers: Those who have recently sold shares should hand over Letter of Offer and Form of Acceptance to the stock exchange member through whom sale was effected
  • Acquirer and PACs: Must comply with all requirements under SEBI (SAST) Regulations including proportionate reduction mechanism to ensure total shareholding does not exceed 75%
  • Consultation: Shareholders requiring clarification should consult stockbroker, investment consultant, Manager to the Offer, or Registrar to the Offer

Important Dates

Specific dates for offer opening, closing, and settlement not provided in this excerpt of the Letter of Offer. Public shareholders should refer to complete Letter of Offer document for detailed timeline.

Impact Assessment

Market Impact: High - This is a significant takeover action involving JSW Paints acquiring majority control of Akzo Nobel India Limited, a major player in the paints and coatings industry. The offer price of INR 3,231.77 per share will likely influence Akzo Nobel India’s stock price.

Shareholder Impact: High - Public shareholders have opportunity to exit at offer price. The proportionate reduction mechanism ensures acquirer group shareholding stays within regulatory limit of 75%.

Corporate Control: The acquisition will result in change of control, with JSW Paints and PACs potentially holding up to 75% of voting share capital post-transaction.

Industry Impact: Consolidation in Indian paints industry as JSW Paints (part of JSW Group) takes control of Akzo Nobel India’s operations, potentially reshaping competitive dynamics in the sector.

Impact Justification

Major corporate action involving takeover of significant listed company by JSW Paints, affecting up to 26% of Akzo Nobel India's voting share capital with substantial offer price of INR 3,231.77 per share