Kubota Corporation (TSE:6326) made an offer to acquire an additional 28.4% stake in Escorts Limited (NSEI:ESCORTS) for INR 75 billion on November 18, 2021. The consideration shall be paid in cash to acquire up to 37.49 million shares at INR 2000 per share. The transaction is triggered by share subscription agreement on November 18, 2021. Kubota Corporation currently holds 9.09% stake in Escorts Limited and post completion of subscription and offer will hold 40.99% stake. Nikhil Nanda will continue serving as EL’s Chairman and Managing Director. The transaction is subject to satisfaction of certain conditions precedent and the statutory approvals and approval from Public shareholders of Escorts. Transaction is also subject to RBI and SEBI approval. This Open Offer is not conditional upon any minimum level of acceptance. On February 3, Competition Commission of India provide approval. This Open Offer is not conditional upon any minimum level of acceptance. As of December 18, 2021, shareholders of Escorts Limited approved the change of name to Escorts Kubota Ltd. Escorts Limited established a committee of independent directors (IDC) comprising Sunil K Munjal and Vibha Paul Rishi. IDC is of the view that offer is fair and reasonable and unanimously recommended to accept the offer. Open offer is expected between Mid-November 2021 to late March 2022. The tender offer will commence from January 11, 2022 and will end on January 24, 2022. Tender Offer period was revised and will begin from March 14, 2022 to March 28, 2022.
M Murali Krishna of KFin Technologies Private Limited acted as a transfer agent to Kubota. Sachin Wagle of Morgan Stanley India Company Private Limited acted as a financial adviser to Escorts. Shardul Shroff, Rudra Kumar Pandey, Amanjot Malhi, Jyoti Gautam, Yogesh Chande, Prashant Saran, Aparna Mehra, Rohan Arora and Amit Singhania of Shardul Amarchand Mangaldas & Co acted as the legal advisors to Kubota. Shardul Shroff, Rudra Kumar Pandey, Amanjot Malhi, Jyoti Gautam, Mrinal Kumar, Shrutikirti Kumar, Pooja Ramchandani, Rachit Grover, Binsy Susan and Nawneet Vibhav of Shardul Amarchand Mangaldas & Co provided due diligence to Kubota. Mori Hamada & Matsumoto LPC acted as the legal advisor, Mitsubishi UFJ Morgan Stanley Securities Co., Ltd. acted as the financial advisor and Deloitte acted as the tax advisor to Kubota. Rashi Dhir and Sumit Sinha of DMD Advocates acted as the legal advisor, JM Financial Limited (BSE:523405) acted as the financial advisor and Transaction Square LLP acted as the tax advisor to Escorts.
Kubota Corporation (TSE:6326) completed the acquisition of additional 28.4% stake in Escorts Limited (NSEI:ESCORTS) on March 28, 2022.