Mangalam Cement Limited (BSE:502157) (MCL) agreed to acquire remaining 96.5% stake in Mangalam Timber Products Limited (BSE:516007) (MTPL) for approximately INR 190 million on June 21, 2019. MCL will issue 1 share for every 22 shares of MTPL as part of consideration. Currently, MCL holds 0.65 million equity shares amounting to 3.55% stake in MTPL and 3.447 million preference shares amounting to 100% of the 7.5% non-cumulative preference shares in MTPL. Post completion, MTPL will be merged into MCL and the existing operating business and activities of MTPL will continue to constitute the main business of the merged entity. The transaction is subject to requisite statutory/ regulatory approvals including approval from SEBI, Hon'ble Jaipur Bench of National Company Law Tribunal, obtaining no objection from stock exchanges and SEBI, approval of scheme by respective requisite majority of shareholders of MPTL and MCL, scheme being approval by public shareholders, effectiveness of scheme, and listing of new equity shares on stock exchanges. The Board of Directors of Mangalam Cement and Mangalam Timber Products unanimously approved the transaction on June 21, 2019. As on February 27, 2021, the transaction was approved by Equity Shareholders, Secured and Unsecured Creditors of Mangalam Timber Products Limited. As on September 7, 2021, the National Company Law Tribunal, Cuttack Bench has sanctioned the Scheme. Hon'ble National Company Law Tribunal, Jaipur Bench sanctioned the scheme on November 3, 2021. Scheme Implementation Committee of Board of Directors of the Mangalam Cement Ltd was duly convened on December 21, 2021, where the Committee approved December 31, 2021, as the Record Date for the purposes of determining the eligible shareholders of Mangalam Timber Products Limited, who shall be entitled to receive the shares of the Mangalam Cement Limited. As of December 30, 2021, New Record date is set to January 6, 2022. As on January 14, 2022, approved allotment of 8,03,5 18 fully paid-up equity shares of Mangalam Cement Limited.
VC Corporate Advisors Private Limited acted as fairness opinion provider in the transaction and CA Sanjai Kumar Gupta acted as chartered accountant.