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Within a week after receiving final approval from the Goa Bench of Bombay High Court, Vedanta group firms, Sesa Goa and Sterlite Industries today announced that their merger scheme, together with several other group firms, has now become effective.
In a joint statement, both the companies said that merger of Sterlite and Malco into Sesa Goa has become effective pursuant to the scheme of amalgamation and arrangement amongst Sterlite, Malco, Sterlite Energy, Vedanta Aluminium and Sesa Goa and their shareholders and creditors.
Accordingly, Malco’s power plant has been transferred to Vedanta Aluminium, it further said, adding that August 28 has been fixed as the record date for allotting shares to the respective shareholders as per the merger scheme.
The merger, first announced on February 25, 2012, is aimed at creating a mega Indian natural resources giant, Sesa Sterlite, on the likes of BHP Billiton and Rio Tinto.
It would also result in Rs 1,000 crore annual saving for Vedanta through a reduction in debt-servicing cost as most of its debt gets transferred to the new entity.
“Yesterday, we filed the necessary documents to Registrar of Companies (related to merger scheme). With that, the merger has become effective and it means Sterlite Industries no longer exists,” Sesa Goa’s Managing Director, P K Mukherjee said.
The decks for completing the merger were cleared on August 12, when the final regulatory clearance was received after a division Bench of the Bombay High Court at Goa gave its nod for the same and rejected a review petition which challenged an earlier approval granted by a single Bench.
All other regulatory clearances, approving the merger, were secured by the two Vedanta group firms last year itself.
As per the merger scheme, now Sesa Sterlite will be the holding company of all group firms of Vedanta other than Konkola Copper Mines (KCM) in Zambia. Vedanta will hold 58.3 per cent in Sesa Sterlite and 79.4 per cent stake in KCM.
On the record date (August 28), Sterlite shareholders will get three shares of Sesa Goa for every five shares held, according to the swap ratio. Malco shareholders will get 7 shares of Sesa Goa for their every 10 share of Rs 2 each.
Cairn India, Hindustan Zinc, Balco, Vedanta Aluminium, Madras Aluminium, Western Clusters in Liberia, Talwandi Sabo Power and Australian Copper Mines have now become subsidiaries of Sesa Sterlite after the restructuring.
The new company has total assets worth $36 billion (Rs 1,95,000 crore), net income of $1.9 billion (Rs 10,000 crore) and cash and liquid investments of $7.7 billion (Rs 42,000 crore) as on March, 2013.
It will also inherit almost 87 per cent of Vedanta’s debt, which was $16.593 billion in March 2013, as loans taken to fund the Cairn India acquisition get transferred to Sesa Sterlite.
Accordingly, Sesa Sterlite has a debt of $14.399 billion.
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