On 9th February 2023, the Competition Commission of India (CCI) approved the following acquisition and mergers,
- Acquisition of 100% equity and preference shares of Lanco Anpara Power Limited by Megha Engineering and Infrastructures Limited Group.
- Internal restructuring involving certain subsidiaries of Keimed Private Limited.
- Acquisition of 20% equity share capital of Keimed by Shobana Kamineni through Prime Time Logistics Technologies Private Limited.
- Acquisition of the textile effects business of Huntsman International by Archroma Operations S.à.r.l.
- Subscription of Compulsorily Convertible Preference Shares of Hero Future Energies Global Limited by Ardor Holdings II Pte. Ltd.
- Acquisition of up to 25% shareholding in Hindustan Ports Private Limited (HPPL), by the National Investment and Infrastructure Fund(NIIF) and the proposed merger of Hindustan Infralog Private Limited (HIPL) into HPPL.
Acquisition of Lanco Anpara Power Limited by Megha Engineering and Infrastructures Limited Group:
The CCI has approved the e acquisition of 100% equity shareholding and
100% preferential shareholding in the Lanco Anpara Power Limited(LAPL) by Megha Engineering and Infrastructures Limited (MEIL) Group or its wholly owned Subsidiary.
Target: Lanco Anpara Power Limited.
Acquirer: Megha Engineering & Infrastructures Limited.
Details of the acquisition:
- 71.17% equity shareholding and 45.67% preferential shareholding in LAPL were acquired from IDBI Trusteeship Services Limited.
- 28.65% equity shareholding and 54.33% cumulative convertible preferential shareholding in LAPL is acquired from Ramanagaram Enterprises Private Limited (erstwhile Lanco Thermal Power Limited) and Lanco Infratech Ltd(LITL).
- 0.16% equity shareholding in LAPL was acquired from various individual shareholders.
Key Points:
The acquisition is notifiable to the CCI under Section 5(a) of the Competition Act, 2002.
The acquisition is undertaken to settle the debt obligations of LITL.
About Lanco Anpara Power Limited(LAPL):
LAPL is engaged in thermal power generation by utilising coal as its source of energy
The total installed capacity of LAPL is 1200 MW.
About Megha Engineering and Infrastructures Limited (MEIL):
Megha Engineering and Infrastructures Limited is a public limited company, incorporated on 7 June 2006 under the Companies Act, 1956
MEIL is involved(directly and through its subsidiaries) in the generation of power through sources such as solar and coal energy.
Internal restructuring involving certain subsidiaries of Keimed Private Limited:
CCI has approved the Internal restructuring involving 20 subsidiaries of Keimed Private Limited under Section 31(1) of the Competition Act, 2002.
- The subsidiaries of Keimed involved in the internal restructuring are collectively referred to as Merging Parties.
The restructuring will be implemented in 2 steps:
i.Business Transfer Agreements (BTAs) will be signed for the transfer of the businesses of each of the Merging Parties into their respective wholly-owned subsidiaries by way of slump sales.
ii.Each of the Merging Parties will be merged into Keimed by way of separates schemes of amalgamation, and the shareholders of each of the Merging Parties will become shareholders of Keimed, with each of them acquiring minority shareholding in Keimed with no accompanying special rights
The subsidiaries involved in the internal restructuring(Merging Parties) are,
- Palepu Pharma Private Limited.
- Medihauxe International Private Limited.
- Shree Amman Pharma Private Limited.
- ShanBalaji Pharma Private Limited.
- Vardhman Pharma Distributors Private Limited.
- Lucky Pharmaceuticals Private Limited.
- Meher Distributors Private Limited.
- New Amar Agencies Private Limited.
- Neelkanth Drugs Private Limited.
- Lifeline Pharmaceutical Private Limited.
- Medihauxe Pharma Private Limited.
- Vasu Agencies Hyd Private Limited
- , Vasu Pharma Distributors Hyd Private Limited.
- Vasu Vaccines & Speciality Drugs Private Limited.
- Venkatasai Agencies Hyd Private Limited.
- Dhruvi Pharma Private Limited.
- ATC Pharma Private Limited.
- Singla Medicos Pharma Private Limited.
- Adeline Pharma Private Limited.
Acquisition of 20% equity share capital of Keimed by Shobana Kamineni through Prime Time Logistics Technologies Private Limited.0
CCI has approved the acquisition of 20% issued and paid-up equity share capital of Keimed Private Limited by Shobana Kamineni through Prime Time Logistics Technologies Private Limited from Mitsui & Co. (Asia Pacific) Pte. Ltd. (Mitsui).
- Following this acquisition, Shobana Kamineni, the majority shareholder of PTL and an existing shareholder and director of Keimed, will acquire sole control of Keimed.
- This acquisition is within the meaning of Section 5(a) of the Competition Act, 2002.
Acquisition of the textile effects business of Huntsman International by Archroma Operations S.à.r.l.
The CCI approved the acquisition of the Textile Effects division of Huntsman International LLC, a subsidiary of Huntsman Corporation by the Archroma Operations S.a.r.l. (Archroma) pursuant to the execution of an Equity and Asset Purchase Agreement between Archroma and Huntsman International.
Details of the proposed transaction:
Archroma will acquire 100% of the equity of certain direct and indirect wholly-owned subsidiaries of Huntsman International and certain assets and liabilities of the Seller and its subsidiaries.
- Archroma will also acquire 21.89% of the equity interests in Swathi Organics and Specialties Private Limited (SOSPL), a joint venture (JV) formed under the laws of India.
- After the acquisition, Archroma will acquire sole control over the Textile Effects division of Huntsman International and no other rights are acquired or arise out of the Proposed Transaction.
Archroma Operations S.a.r.l. (Archroma) is incorporated under the laws of Luxembourg.
It manufactures (i) dyes, (ii) pigments, (iii) emulsions and (iv) surface active chemicals used in the textile, paper, coatings, construction and adhesive industries.
Subscription of Compulsorily Convertible Preference Shares of Hero Future Energies Global Limited by Ardor Holdings II Pte. Ltd.
CCI has approved the subscription of Compulsorily Convertible Preference Shares of Hero Future Energies Global Limited by Ardor Holdings II Pte. Ltd and their subsequent conversion into equity shareholding in Hero Future Energies Global Limited.
The Proposed Transaction is an acquisition within the meaning of
Section 5(a) of the Competition Act, 2002.
Target: Hero Future Energies Global Limited
Purchaser: Ardor Holdings II Pte. Ltd.
- Ardor Holdings II Pte. Ltd is a special purpose vehicle, indirectly wholly owned by investment funds, vehicles, and/ or accounts advised and managed by various subsidiaries of KKR & Co. Inc.
- Hero Future Energies Global Limited is a private company incorporated in England and Wales
Acquisition of up to 25% shareholding in HPPL by the National Investment and Infrastructure Fund and proposed merger of HIPL into HPPL:
CCI has approved the acquisition of up to 25% shareholding in Hindustan Ports Private Limited (HPPL), by the National Investment and Infrastructure Fund(NIIF) and the proposed merger of Hindustan Infralog Private Limited (HIPL) into HPPL.
The proposed combination relates to
- Acquisition of up to 25% shareholding (approximately), subject to certain terms and conditions, in HPPL
- Post the Proposed Acquisition, the merger of HIPL into HPPL
The proposed Transaction is covered under Sections 5 (a) and 5 (c) of the Competition Act, 2002.
Target Entities: HPPL, HIPL and their Subsidiaries
Acquirer: National Investment and Infrastructure Fund
NIIF acting through its investment manager, National Investment and Infrastructure Fund Limited, is a category II alternative investment fund registered, with the Securities and Exchange Board of India(SEBI)
It focuses on investing in core infrastructure sectors, such as transportation, energy and digital.
Recent Related News:
i.On September 29, 2022, the Competition Commission of India (CCI), the fair trade regulator, has approved the following acquisitions:
- Acquisition of Assets of Essar Group by ArcelorMittal Nippon Steel India Limited
- Acquisition of the share capital of eighteen subsidiaries of Mytrah Energy (India) Private Limited by JSW Neo Energy Limited.
- Acquisition of share capital of Diliigent Power Private Limited and DB Power Limited by Adani Power Limited
ii.The Competition Commission of India (CCI) has approved the following Acquisition:
- Acquisition of equity securities amounting to up to 10% of the total paid up share capital and voting rights of the YES Bank Limited by Verventa Holdings Limited.
- Acquisition of up to 10% of the total paid up share capital and voting rights of the YES Bank by CA Basque Investments.
- Acquisition of certain businesses of Shubhalakshmi Polyesters Limited(SPL) and Shubhlaxmi Polytex Limited (SPTex) by Reliance Polyester Limited (RPL).
About the Competition Commission of India (CCI):
Acting Chairperson– Sangeeta Verma
Establishment – 2003
Headquarters – New Delhi, Delhi
