Cairn India shareholders’ nod for merger with Vedanta Ltd

Mumbai, Sep 12 (IANS) Clearing the last major hurdle in the proposed merger of mining major Vedanta Ltd and its subsidiary energy firm Cairn India, public shareholders of the latter voted on Monday in favour of the deal in a meeting here.

“The equity shareholders of Cairn India Limited have approved the Scheme of Arrangement of Cairn India Limited with Vedanta Limited (“Scheme”), with requisite majority,” Cairn India said in a stock exchange filing.

Cairn said that in a court-convened meeting here, 65.41 per cent of shareholders present, representing 92.86 per cent in value, voted in favour of the merger.

“The scheme has also been approved by a majority of the minority shareholders. The public shareholders of the company representing 72.43 per cent of votes in value, have voted in favour of the resolution,” it added.

As per norms, the approval of a majority of minority shareholders was required for the deal to go through.

“I am pleased that the shareholders of Cairn India have approved the merger of Cairn India with Vedanta Limited,” said Cairn India Chairman Navin Agarwal.

“We are confident that the financial strength and diversified portfolio of Tier-I assets of the merged company, with strong growth potential, will provide de-risked earnings and stable cash flows and drive long-term value,” he added.

“We announced the Vedanta Limited shareholder approval of the scheme on September 9, 2016,” Vedanta said in a statement

“The approval for the Vedanta Limited and Cairn India merger by both sets of shareholders consolidates our portfolio of attractive, Tier-I assets and simplifies the group structure,” Vedanta CEO Tom Albanese said in the statement.

The merger is now subject to approval of the “jurisdictional High Courts, and other regulatory approvals”.

Vedanta said on Friday that its shareholders, as well as both secured and unsecured creditors, have approved the company’s merger with hydrocarbons explorer Cairn India.

On Tuesday, parent firm Vedanta Resources had announced in London that its shareholders have approved the merger of group companies Vedanta Ltd. and Cairn India.

“Vedanta Resources announces that at its general meeting held today (Tuesday), September 6, the resolution put to shareholders in relation to the proposed merger of Vedanta Ltd and Cairn India was duly passed on a poll,” the London-listed Vedanta Resources said in a stock exchange filing.

Cairn India had called a shareholders’ meeting on September 12, to seek approval for the company’s takeover by its parent under a revised all-share deal.

In the revised offer, the Anil Agarwal-led Vedanta group promised Cairn India minority shareholders one equity share and four redeemable-preference shares with a face value of Rs 10 each. The preference shares will carry a coupon of 7.5 per cent and a tenure of 18 months.

In July, Vedanta offered three additional preference shares towards winning over minority shareholders like state-run Life Insurance Corporation (LIC).

Cairn India announced in July it was working to merge with its parent, Vedanta Resources at a time when key shareholder LIC is yet to give its assent to the merger.

“Your company continues to work towards completion of merger with Vedanta,” Cairn India chairman Navin Agarwal told shareholders at the company’s 10th annual general meeting here.

“Your company will get access to Vedanta’s tier-one metal and mining assets, which are well-invested, low cost and have a long life,” he had said.

Under the proposed merger, a Cairn India shareholder will get one Vedanta equity share and 7.5 preference shares for every Cairn India share.

LIC, as the single-largest domestic minority shareholder, owns 9.06 per cent in Cairn India and 3.9 per cent stake in Vedanta.

Vedanta Ltd. received approvals in September, 2016 from both the Bombay Stock Exchange and the NSE on the company’s proposal to merge with its hydrocarbons subsidiary Cairn India.

Merging Cairn India with itself would provide Vedanta access to the oil explorer’s cash and help reduce its debt burden. Vedanta took majority control of Cairn India for $8.67 billion in 2011 and holds 59.9 per cent in the latter through its various units.



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