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'Without our consent...' claim NDTV founders after Adani group announces stake purchase

A series of developments have triggered rumours of a hostile takeover of the media group. There are four key protagonists in this business deal -- Gautam Adani-owned AMG Media Networks Limited (AMNL), New Delhi Television Limited (NDTV), RRPR Holding Private Limited (RRPRH) and Vishvapradhan Commercial Private Limited (VCPL).

Without our consent claim NDTV founders after Adani group announces stake purchase
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New Delhi, First Published Aug 23, 2022, 9:19 PM IST

A major controversy has erupted after Gautam Adani-owned AMG Media Networks Limited (AMNL) announced that it will indirectly acquire a 29.18 per cent stake in Pranoy Roy and Radhika Roy-owned television network NDTV. What muddies the waters is a letter to the Bombay Stock Exchange Limited and National Stock Exchange of India Limited 24 hours ago in which NDTV termed reports about the stake sale as 'baseless rumour'.

AMNL further informed that it had launched an open offer for another 26 per cent stake in the leading national media house.

The dealings have triggered rumours of a hostile takeover of the media group. There are four key protagonists in this business deal -- Gautam Adani-owned AMG Media Networks Limited (AMNL), New Delhi Television Limited (NDTV), RRPR Holding Private Limited (RRPRH) and Vishvapradhan Commercial Private Limited (VCPL).

Let's take a look at the stand that each side has taken:

VCPL's notice to NDTV

Vishvapradhan Commercial Private Limited (VCPL) had entered into a loan agreement with NDTV founders Radhika and Prannoy Roy in 2009-10. On Tuesday, served a notice to NDTV stating that it is exercising its option to convert 19,90,000 warrants into equity shares of RRPR Holding Private Limited (RRPRH) -- the promoter-owned company that owns 29.18% of NDTV -- at Rs 10 per share and a total of Rs 1.99 crore had been transferred to RRPRH. Through this, VCPL has exercised its rights to acquire 99.50% control of RRPR Holding Private Limited (RRPRH). 

Adani Group acquires VCPL

In a statement to the Bombay Stock Exchange, Adani Enterprises informed: 'We hereby inform you that AMG Media Networks Limited (AMNL) has acquired a 100 per cent equity stake in VCPL. The acquisition was in accordance with the terms contemplated under the purchase agreement dated August 23, 2022, executed between AMNL, Nextwave Televentures Private Limited (NTPL), Eminent Networks Private Limited (ENPL, collectively with NTPL as 'sellers') and VCPL.

NDTV's letter to the BSE, NSE

Crying foul over the development, NDTV and its founders claimed 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'. 

'As recently as yesterday, NDTV had informed the stock exchanges that there was no change in the shareholding of its founders,' company secretary Parinita Bhutani Duggal said.

On August 22, in a filing to the BSE and NSE, NDTV stated in a statement: 'In the best interests of our shareholders -- that we have clarified to the journalist in writing that this is a baseless rumour and that Radhika and Prannoy Roy are not in discussions now, nor have been, with any entity for a change in ownership or a divestment of their stake in NDTV.'

'They individually and through their company, RRPR Holding Private Limited, continue to hold 61.45 per cent of the total paid-up share capital of NDTV,' it said.

Not the first takeover attempt?

Last year too, reports had emerged of the Adani group's takeover of NDTV. However, it was then clarified from the Adani Group that the report is factually incorrect.

Similarly, NDTV, too, had clarified that the promoters Radhika and Prannoy Roy 'are not in discussions now, nor have been, with any entity for a change in ownership or divestment of their stake in NDTV'.

'AMNL seeks to empower Indian citizens, consumers and those interested in India with information and knowledge,' Sanjay Pugalia, CEO, AMG Media Networks Limited, said, adding, 'With its leading position in news and its strong and diverse reach across genres and geographies, NDTV is the most suitable broadcast and digital platform to deliver on our vision.'

It is also to be mentioned that Adani Group had earlier this year bought a minority stake in Quintillion Business Media Private Limited.

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