Texmaco Infra: Adventz Finance proposes ₹58/share as delisting offer

Saroj Poddar-owned Texmaco Infrastructure & Holdings Ltd is considering delisting from the bourses. A part of the Adventz Group, the company has already got Board approval for “voluntary delisting”. Shareholder approvals and other clearances will be sought soon.

One of the promoter firms of Texmaco Infrastructure, Adventz Finance has expressed willingness to buy out public shares and has proposed an ‘indicative offer price’ of ₹58 per equity share.

“Adventz Finance had informed the willingness of the promoter/ promoter group to accept equity shares tendered in the delisting offer at a price of ₹58 per equity share (Indicative Offer Price)….. The indicative offer price represents a premium of 27.87 per cent over the floor price,” the company said in a notice to the bourses. The floor price was determined at ₹45.36 per equity share.

The promoter firm had written in February expressing its intention to buy out shares to delist Texmaco Infrastructure from both the NSE and BSE. The company board took-up the delisting proposal on February 10 and appointed Keynote Financial Services as a merchant banker.

“The final offer price for delisting will be determined in accordance with the reverse book building mechanism as set out in the Delisting Regulations,” a notification by the company added.

Promoter and promoter group shareholding in Texmaco Infrastructure & Holdings stood at 64.89 per cent as on December 2020, the last available stock market data says.

Reasons for delisting

Adventz Finance in a letter dated March 2 (as per stock market notices) claimed that the proposed delisting is in “interest of public shareholders” and will “provide (them) immediate liquidity”.

It has also explained, delisting will “enable members of the promoter and promoter group to obtain full ownership of the company”, which, in turn, will provide “enhanced operational, financial and strategic flexibility to support the company's business”.

“As the company will no longer remain listed, there will be reduction in dedicated management time to comply with the requirements associated with the continued listing of equity shares, which can then be re-focussed on its business,” the notification said.

Texmaco Infrastructure, in its last annual report, said the company continues to derive its major income from leased properties, income from strategic investments and operations of a mini hydro power unit at Kalimpong in West Bengal.

The company reported revenue of ₹14 crore and a net profit of over ₹7 crore, last fiscal.

Texmaco Infrastructure & Holdings was founded in 1939 as Texmaco Limited, and was part of the KK Birla Group. In 2010, it demerged the Heavy Engineering and Steel Foundry businesses, constituting major part of its operations, into a separate company, Texmaco Rail & Engineering Ltd. The companies are now under the Adventz Group. Texmaco Rail is the flagship company of the Adventz Group.