UltraTech Cement BSE -0.89 %, the flagship cement company of Aditya Birla Group, edged out determined rivals and struck a deal to bag the cement assets of Jaypee Group with a last-minute increase in acquisition price on Monday.
UltraTech will now pay Rs 16,189 crore to buy Jaypee Group's cement operations that have a total capacity of 17.2 million tonnes per annum (MTPA) spread across Uttar Pradesh, Madhya Pradesh, Himachal Pradesh, Uttarakhand and Andhra Pradesh.
In addition, UltraTech will acquire a 4 MTPA grinding unit that is currently being constructed in Uttar Pradesh. The AB Group company will pay an additional Rs 470 crore for completing the unit.
ET had reported last week that UltraTech's deal with Jaypee had run into hurdles.
"Jaypee Group is determined to reduce its overall debt through its proactive divestment initiative to help the group tide these current turbulent times caused by the economic slowdown in the country," Manoj Gaur, executive chairman of Jaypee Group, said after the revised deal.
UltraTech, in a statement, said its board had approved a scheme of arrangement between the company, Jaiprakash AssociatesBSE 26.54 % (JAL), Jaypee Cement Corporation and "their respective shareholders and creditors for acquisition of cement plants for a total capacity of 21.2 MTPA at an enterprise value of Rs 16,189 crore".
The deal almost did not happen, thanks to last-minute hardball negotiations between the two parties.
Last week, the JAL board constituted a committee of directors to evaluate various options for financial restructuring to deal with debt.
The lenders, led by ICICI Bank, also agreed to invoke the Strategic Debt Restructuring (SDR) mechanism on fears the Ultra-Tech deal was collapsing. The SDR process can be triggered when a company defaults on its repayment schedule.
Ultra-Tech had shot off terse letters to various lenders of Jaiprakash Associates last week, reiterating that talking to rival bidders was illegal as it had struck a binding agreement with Jaypee. The promoters of Jaiprakash Associates — the Gaurs — began parallel discussions with other suitors, including Sajjan Jindal's JSW Group and US-based private equity firm KKR. Both had submitted separate indicative bids (non-binding) after the lenders gave their go-ahead.
JSW Cement had been eager to acquire Jaypee's cement assets. The Gaurs, who have been in touch with the Jindals of JSW to sell their power plants, had this month re-engaged with them for the cement business as well. Sajjan Jindal's move to buy out Jaypee's entire 33 MTPA cement portfolio last year failed due to differences over valuation.
KKR, which had evaluated the cement assets in March before Jaypee eventually signed the deal with UltraTech, had been approached by a couple of JA ..
A senior official with one of the lenders said UltraTech had changed its stance in the past two weeks.
"UltraTech wanted to revise the commercial terms to bring down the acquisition cost. Instead of taking over the entire portfolio, it wanted to cherry-pick JAL's assets from north and central India. It wanted to revise the deal value downwards by aboutRs 1,500 crore," he added.