Edelweiss Capital Ltd ("Manager to the Offer"), on behalf of Indsec Holdings Ltd ("Acquirer") acting on behalf of self and Kroner Investments Ltd ("the Promoter Group"), forming part of Essar Group, promoted by Ruia family has issued this Public Announcement in respect of the proposed acquisition and delisting of the fully paid-up equity shares of Essar Teleholdings Ltd ("Target Company"), pursuant to and in compliance with the Securities & Exchange Board of India ("Delisting of Securities") Guidelines, 2003 ("Delisting Guidelines"). The Details are as under:
1. The Acquirer made a Public Announcement ( "PA" ), on September 16, 2006 (amended by revised "PA" issued on September 21, 2006) seeking to acquire all outstanding shares of the Target Company, currently not held by the promoter group, being 168,650 fully paid up equity shares of Rs 10/- each of the Target Company ("Shares") representing 3.37% of the issued and paid up equity share capital of the Company through a book building process stipulated under the Delisting Guidelines, for the purpose of delisting the equity shares of the Target Company from all stock exchanges where they are listed, viz, The Bombay Stock Exchange Ltd ("BSE"), Madras Stock Exchange ("MSE"), Ahmedabad Stock Exchange ("ASE"), Calcutta Stock Exchange ("CSE") and Delhi Stock Exchange ("DSE"). Subsequently, bidding by equity Shareholders (holding Shares in demat form) on the online electronic system with the BSE closed on September 27, 2006. Price discovered as per the Delisting Guidelines ("Discovered Price") is Rs 4990/- per share of the Target Company, at which the maximum number of shares have been tendered under the book-building process.
2. The Acquirer accepts the Discovered Price of Rs 4990/- per Share and has decided to offer the Discovered Price as the price for acquisition of the Shares ("Exit Price"). Consequently the Acquirer shall accept all the bids at or below the Exit Price and the Shareholders who have tendered their Shares at or below Exit Price will be paid the consideration at the Exit Price of Rs 4990/- per Share.
Details of shares tendered under the delisting offer:
Total no of shares offered - 11,378
Shares accepted being lower than or equal to the "Exit Price" - 11,078
Shares rejected being above the "Exit Price" - 300
3. The final settlement date for the demat equity shares accepted by the Acquirer is October 03, 2006.
4. The Acquirer will be pleased to accept Shares from the Shareholders holding Shares in physical form at the Exit Price of Rs 4990/- per equity share till October 18, 2006.
Further, the Acquirer undertakes to accept the Shares held by the remaining Shareholders at the Exit Price of Rs 4990/- per Share for a period of 6 months from the date of delisting of Shares from the above mentioned Stock Exchanges in terms of the Delisting Guidelines.