Consequent to Board of Directors of Himadri Chemicals and Industries Limited (?Himadri?) approving an issuance of 6.31mm shares to Bain Capital India Investments (?Bain Capital?) on a preferential basis, both parties entered into an agreement for the same at a price of Rs 400 per share (?Issue Price?), resulting in an equity raise of Rs 252 crores (US$ 54mm) ?Preferential Offering?).
The issuance is subject to shareholders? approval, for which an EGM has been called for on January 29, 2010. Upon issuance of such shares, Bain Capital will own 15.39% of the fully diluted and expanded share capital. Bain Capital will be making a mandatory tender offer for 20% of the expanded equity base in accordance with the takeover regulations, amounting to a further investment of up to Rs 328 crores (US$ 70mm), which together with the Preferential Offering would make this one of the largest Private Equity investments in India over the past year or so.
The issue proceeds will be used to augment the Company?s capacity in current line of businesses as well as to further forward integrate into other value added downstream products including expanding capacity in power generation, besides expansion in China and other global markets. Commenting on the investment, Mr. Anurag Choudhary, CEO, Himadri, said: ?Himadri is today the clear leader in its business segments in India. We welcome Bain Capital into Himadri family, and hope to leverage their investment and value addition expertise, proven with a number of leading global companies, to help take Himadri to a global leadership position.?
Bain Capital?s spokesman said ?We are excited about having Himadri as our first investment in India. We are particularly impressed with the quality of visionary leadership provided by the family and the depth of a truly high quality professional management team that ensures high standards of operational excellence. ?
UBS Investment Bank and Enam are respectively acting as financial advisors to Himadri and Bain Capital on this transaction. Argus Partners and AZB & Partners are respectively acting as legal advisors to Himadri and Bain Capital. Kirkland & Ellis LLP is acting as international legal counsel to Bain Capital.