NCLAT stays Anil Agarwal-led Twin Star’s takeover bid for Videocon Industries

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Updated: July 19, 2021 9:47 PM

A two-member NCLAT bench headed by its Officiating Chairperson Justice A I S Cheema stayed the order passed by the Mumbai bench of the National Company Law Tribunal on June 9.

NCLATNCLAT direction came over two petitions filed by unsatisfied creditors—Bank of Maharashtra and IFCI Ltd.

The National Company Law Appellate Tribunal on Monday stayed industrialist Anil Agarwal-led Twin Star Technologies’ Rs 2,962.02 crore-takeover bid for debt-ridden Videocon Industries over the pleas filed by two dissenting creditors.

A two-member NCLAT bench headed by its Officiating Chairperson Justice A I S Cheema stayed the order passed by the National Company Law Tribunal on June 9 and directed to maintain “status quo ante” as before passing of the order, till the next date of hearing.

The NCLAT order came over the petition filed by two dissenting creditors—Bank of Maharashtra and IFCI Ltd—contending that as per the law, they could not have been paid less than the liquidation value.

Petitioners also raised the issue regarding the possible breach of the confidentiality of the liquidation value during the insolvency process of Videocon Industries.

The NCLT had in its June 9 order had observed that the liquidation value of the 13 Videocon group companies and resolution plan value were surprisingly very close, they submitted.

Moreover, it was also pointed out that the NCLT, in its order had observed that Twin Star’s resolution plan provided a haircut of almost 90 to 96 per cent.

The plan provided Rs 2,900 crore for admitting liability of Rs 65,000 crore and the waiver itself was Rs 62,100 crore, whereby public money has been lost and the financial creditors have been settled for merely 5 to 10 per cent, they submitted.

“Considering the observations of the Adjudicating Authority (NCLT) and the submissions made by the senior Counsel for Appellants in both these Appeals and the grounds raised in these Appeals, and considering the exceptional facts of the present matter the Impugned Order is stayed till the next date and status quo ante as before passing of the Impugned Order is directed to be maintained,” the NCLAT said.

It further said the resolution professional will continue to manage the Videocon Group companies as per provisions of the IBC (Insolvency and Bankruptcy Code) till the next date.

“Respondents in both these Appeals to file Reply-Affidavits within two weeks. Rejoinder, if any, may be filed within a week, thereafter,” the NCLAT said.

It has also allowed the parties to file brief ‘Written-Submissions’ not more than three pages and ‘Copies of Judgments’ which they want to refer or rely on, within three weeks.

The NCLT has conducted a combined insolvency resolution process for Videocon Industries and its 12 other group companies.

The appellate tribunal also observed that “prima facie perusal of the record shows that liquidation value is stated to be Rs 2,568.13 crore” and the payment proposed under the resolution plan is Rs 2,900 crore, which includes an upfront payment of Rs 200 crore and NCD of Rs 2,700 crore.

“It is also argued that it is matter of concern that the corporate debtors (Videocon Group) in the consolidated proceedings had cash of Rs 200 crore and the SRA (Twin Star) would bring in just 262 Crores and from that also first payment of Rs 200 Crores will be brought in 25 Months. Beyond Rs 262 Crores the rest was being brought in only by way of NCDs to be paid in six years,” the NCLAT order said.

During the proceedings, dissenting creditors also pointed that what is proposed to be paid is also only part in cash and a major part is in the form of NCDs.

They raised questions as to whether instead of paying cash, NCDs could be issued.

Though Star Lite’s resolution plan provided that NCDs would be issued, the NCLT directed payment of cash, which amounted to a change in the approved resolution plan and it could not have been done without sending back the matter to CoC.

However, counsel appearing for Twin Star and the resolution professional supported the NCLT orders and stated that although the NCDs were stated in the resolution plan, as directed by the Adjudicating Authority the payment can be by way of cash.

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