The board of the directors of Mangalore Refinery and Petrochemicals Ltd. (MRPL) has approved the acquisition of up to 100% of the compulsorily convertible debentures (CCD) issued by ONGC Mangalore Petrochemicals Ltd. (OMPL) from the debenture holders for an aggregate consideration of up to Rs. 1,000-crore.
OMPL is a wholly owned subsidiary of MRPL. The fourth
quarter of 2021-22 has been set as the indicative time period for the
completion of the acquisition. MRPL informed the stock exchanges that the CCDs
will be purchased from unrelated third parties. Upon the merger becoming
effective, the CCDs shall stand extinguished and cancelled in entirety without
any consideration and without any further act or deed, it informed the stock
exchanges. The CCDs will be purchased at par value of Rs. 1-crore per CCD, plus
accrued interest thereon. MRPL proposes to acquire up to 1,000 number of CCDs
being 100% of the outstanding CCDs issued by OMPL. Credit facilities
The meeting of the board of directors of the company also
approved the availing of credit facilities of an amount up to Rs. 1,025-crore
from any bank / non-banking financial company / financial institutions / mutual
fund / any other person, with or without security over the assets of the
company. This amount will be availed for the purpose of funding the acquisition
of the CCDs issued by OMPL.
On raising of funds by issuance of perpetual bonds, the
board of directors advised the MRPL management to have further consultations
with the proposed investors. The company informed the stock exchanges that no
decision was taken in respect of issuance of perpetual bonds. OMPL has an
aromatic complex in Mangalore Special Economic Zone (MSEZ) with 442 acres of
land. Incorporated on June 19, 2006, the Greenfield project was commissioned in
October 2014 at a total cost of Rs. 6,911-crore. OMPL produces para-xylene and
benzene. OMPL was jointly promoted by Oil and Natural Gas Corporation Ltd.
(ONGC) and MRPL with shareholding in the ratio of 49% and 51%, respectively.
Later, MRPL fully acquired the ONGC shares in OMPL. The
boards of MRPL and OMPL have approved the scheme of amalgamation of OMPL with
MRPL, and a joint application has been fi led with Ministry of Corporate Affairs
on July 7, 2021
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