GS Strategic Investments, an indirect wholly owned subsidiary of Goldman Sachs Group, is planning to subscribe up to 39.36 per cent of post-issue paid-up capital of M Pallonji Enterprises Pvt Ltd (formerly Sairam Multitrade Pvt Ltd) for an aggregate consideration of Rs 180 crore.
M Pallonji Enterprises Pvt Ltd (MPEL) currently holds 6.07 per cent of share capital of MetLife India Insurance Company (4.62 crore equity shares of face value of Rs 10 each). MPEL plans to acquire 3 crore shares of MetLife from MPG; and following a rights issue by MetLife, it proposes to subscribe to 1.19 crore equity shares of face value of Rs 10 each of MetLife. The move would take MPEL’s holding in MetLife to 10.01 per cent on a fully diluted basis.
According to sources, IRDA, while granting in-principle approval for subscription by MPEL to 4.62 crore equity shares of MetLife earlier, had required the restructuring of MPEL to ensure that it was not a subsidiary of MPG in compliance with IRDA Regulations, 2000 that defines an ‘Indian promoter’.
Pursuant to the approval, MPG transferred some shares held by it in MPEL, such that the latter was no longer a subsidiary of MPG. The shareholding pattern of MPEL post such a transfer saw MPG’s holding at 49 per cent stake, while Indian individuals held 51 per cent stake.
“It is proposed that a new company will be incorporated with Mr Mehli Mistry and Mr Pheroze Mistry holding 50 per cent of the equity share capital of the new company. This will be followed by a restructuring exercise amongst the existing shareholders of MPEL such that the shareholding pattern of the company post-restructuring would be held by MPG and the newly incorporated company in equal proportions,” sources pointed out.
Following Goldman Sachs’ investment, MPG and the new company will hold 30.32 per cent each in MPEL, while Goldman Sachs would hold 39.36 per cent.
“Goldman Sachs has sought FIPB nod for subscribing to up to 39,360 equity shares of face value of Rs 10 each, constituting up to 39.36 per cent of the post issue total paid up equity shares capital of MPEL, and further issue of equity shares from time to time in order to maintain its shareholding in the company at up to 39.36 per cent,” sources pointed out.
Source: Business Line