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DHFL Insolvency: Adani Group’s unsolicited offer brings new twist to the tale

KR Srivats New Delhi | Updated on November 15, 2020 Published on November 15, 2020

Committee of Creditors compelled to offer similar opportunity to other bidders too

Adani Group’s unsolicited offer to acquire DHFL may seemed to have been disruptive and taken everyone by surprise, but the Committee of Creditors (CoC) have played it safe, neither disregarding nor readily accepting this request.

Lenders have now, in turn, allowed all the four major bidders — Adani Group, US-based Oaktree Capital, Piramal Enterprises and Hong Kong-based SC Lowy — an opportunity to make unconditional offers and even revise their bid, if needed, by Monday, said banking industry sources.

“We (lenders) are not favouring anyone. We have now given an opportunity to all the four to make unconditional offers and option to revise the bids by Monday itself so that we can evaluate them on Tuesday,” said sources close to the developments.

Last week, Adani Group companies — Adani Properties and Nirjara Pedestal — wrote to the CoC expressing intent to revise its bid in the resolution process for the housing finance company. In its unconditional offer, Adani Group had said it proposes to revise its resolution plan and submit a proposal for Option I (entire company). The main terms of offer made include an upfront cash consideration of ₹10,750 crore along with seven-year non-convertible debentures worth ₹17,750 crore.

The basic implication of the Adani Group letter is that it was ready to offer more than Oaktree Capital, which is currently the sole bidder for the entire company portfolio with an offer of ₹31,000 crore, sources added.

It maybe recalled that the four bidders had already done one round of revision of their bids submitting 10-70 per cent higher price than their earlier offers. Adani Group had earlier bid only for the wholesale and slum rehabilitation assets (SRA).

While Oaktree Capital raised its bid price to ₹31,000 crore (for the entire portfolio) from ₹28,000 crore earlier, Piramal Group had revised its bid for the retail book to ₹26,500 crore from ₹15,000 crore offered earlier. Adani Group had also raised its bid for the wholesale and SRA book to ₹2,750 crore from ₹2,200 crore earlier. SC Lowy had raised its offer to ₹2,300 crore from ₹1,550 crore for the wholesale book.

Piramal Enterprises protests

On the heels of Adani Group’s unsolicited offer, Piramal Enterprises has cried foul over this surprise move and urged the CoC and Administrator to disregard Adani Properties’ new offer. Piramal Enterprises has warned that it may have to take legal redressal, including withdrawing from the current corporate insolvency process for DHFL, if Adani Group’s latest unsolicited offer is considered favourably by the CoC.

Describing the timing as “extremely suspicious”, Piramal Enterprises has conveyed to the Administrator that the manner and timing of submission is intended to disrupt and vitiate the current process.

Time running out

The insolvency process for DHFL is required to be completed by January 2021, the deadline under the NCLT supervised process. Any bidder walking out in the current circumstances and non-adherence to the timeline would mean that the entire company would have to be put to liquidation — a situation that lenders definitely do not want.

Many bankers hope that Oaktree Capital will not walk away from the ongoing process. Oaktree had clearly said in its original bid that it reserves the right to walk away if the bidding process were to get disrupted. If this happens, then bankers may be left with no choice but to settle with the homegrown bidders.

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Published on November 15, 2020
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