Kalindee Rail to issue 24.90% equity to Texmaco

KOLKATA: Adventz group chairman Saroj Poddar appears to be in the middle of yet another takeover battle.

Gurgaon-based railway infrastructure company Kalindee Rail Nirman (Engineers) Ltd has decided to issue 24.90% equity by way of preferential allotment of equity shares to rail wagon maker Texmaco Rail & Engineering Ltd to avert rival Jupiter Metal Pvt Ltd's plans to acquire a 30% stake in Kalindee Rail through a conditional open offer.

On Saturday, Kalindee Rail said that its board of directors has approved the issuance of preferential allotment of 41.10 lakh equity shares at Rs 65 a share or higher as per the norms laid down by the capital market regulator. The company's share closed at Rs 72.55 a share on Friday as com-pany's promoters were working out a strategy to avert the takeover at-tempt.

In a notice sent to BSE, the company said the board's decision is subject to necessary approvals.
Last week, the Jaipur-based Om Kothari group made a conditional open offer to acquire upto 30% in Kalindee Rail for Rs 65 a share. Incidentally, the Securities and Exchange Board of India's takeover guidelines allows a company to launch an open offer without holding any shares via voluntary open offer. In this case, Jupiter Metals has a clear intention to control the management and take over the company. It has, therefore, expressed its intention to go up to 30% instead of 26%.

As of March 31, 2013, the promoters of Kalindee Rail Nirman Engineers hold around 15.63% stake in the company.
When contacted, Texmaco chairman, Saroj Poddar, said, "They approached us and after evaluation, we thought it would be a good move given the synergies that the two companies have. It will have a significant impact on the Texmaco's finances, as well because we will be able to diversify our product offering."

Mr Poddar is already fighting a takeover battle with Pune-based Deepak Fertiliser over Mangalore Chemicals and Fertiliser Ltd - a UB group company. Poddar has joined hands with UB group chairman, Vijay Mallya, to keep raider, Deepak Fertiliser out of the race. Deepak has already cornered 24.5% stake in MCF.