Dalmia Bharat Buyback Review, Offer Details, Price, Dates, Size & more

In this article, they will discuss about Dalmia Bharat Limited Buyback offer, buyback price, buyback size, Dalmia Bharat Buyback record date, company financial, buyback necessity and its impact on company.

Dalmia Bharat Limited Buyback Details

Buyback TypeOpen Market through Stock Exchange
Opening DateApril 3, 2020
Closing DateOctober 1, 2020
Buyback Offer AmountRs.500,00,00,000/-
Buyback No. of Shares71,42,857
Face ValueRs.2
Date of Buyback ApprovalMarch 21, 2020
Date of Public AnnouncementMarch 24, 2020
Buy Back PriceRs.700
Buy Back Premium28.9%
Date of Board MeetingMarch 21, 2020

Dalmia Bharat Buyback Opening and Closing Date

The starting and closing date of this buyback is from April 3, 2020 to October 1, 2020.

Dalmia Bharat Buyback Cash Offer

Cash Offer to Buy-back up to 71,42,857 fully paid-up equity shares of the Company of face value of Rs.2 each, representing 6.7% and 5.0% of the aggregate of the total paid-up capital and free reserves of the Company.

Dalmia Bharat Buyback Record Date

The decided record date is March 26, 2020.

Dalmia Bharat Buyback Price

At a price of Rs.700 per Equity Share.

Dalmia Bharat Buyback Size

At a buyback price of Rs.700 payable in cash for an aggregate maximum amount of Rs.500,00,00,000.

Dalmia Bharat Limited Buyback Acceptance Query

You can check for Buyback Acceptance query here. Just click on the given link and it will redirect you to buyback acceptance query page.


Dalmia Bharat Limited Buyback Acceptance Ratio

Find profit & profit percentage based on various acceptance rate, The profit is calculated based on 1000 shares.

Acceptance RatioTotal Shares AcceptedBuyback PriceBuyback AmountProfitProfit%
20%200700140000427008.78%
40%4007002800008540017.55%
60%60070042000012810026.33%
80%80070056000017080035.11%
100%100070070000021350043.88%

Profit is calculated from March 16, 2020 share price i.e. Rs.486.5 per share of Dalmia Bharat Limited.

According to the above table, if a shareowner applies for 1000 shares of Dalmia Bharat limited & gets 20% acceptance from the company and the owner with 1000 shares will sell 200 shares @ Rs.700 per share & receive Rs.42700 as profit amount & 8.78% profit percentage on selling these 200 shares back to the company.

Similarly, if the owner gets 60% acceptance of share from the company, the owner will sell 600 shares @ Rs.700 & receive a profit of Rs.128100 @ 26.33% profit percentage.


Dalmia Bharat Limited Buyback Overview

Dalmia Bharat Limited BuybackThe Company was originally incorporated as a public limited by the name of “Odisha Cement Limited” on July 12, 2013 under the Companies Act, 1956. The Company obtained its certificate of commencement of business on September 12, 2013. The name of the Company was changed to Dalmia Bharat Limited and a fresh certificate of incorporation consequent to change of name, was issued by the Registrar of Companies, Chennai on April 15, 2019.6.2

The Company is engaged in providing management services to its subsidiaries and group companies and holds cement assets through its subsidiaries who are engaged in the business of manufacturing of cement and has manufacturing plants in Southern, North Eastern and Eastern regions of India. The Equity Shares of the Company are listed on BSE and NSE.


Company Finances – Dalmia Bharat Limited

The brief audited consolidated financial information of the Company for the last three financial years and limited review financial information for the nine months period ended December 31, 2019 are provided below:

[In Rs. Crore]

ParticularsFor the nine months period ended December 31 (Unaudited)12 Months period ended March 31
(Audited)
201920182017
Total Income198251216168
Total Expenses (excluding Interest, depreciation)11912611386
Finance Cost32521
Depreciation and Amortization7444
Profit before tax691199457
Provision for tax
(including Deferred Tax)
6182217
Profit /(Loss) after tax631017240
Equity Share Capital3939
Other Equity7,5687,541859809
Networth7,5907,5667,4997,451
Total Debt222

Dalmia Bharat Limited Buyback Dates

Date of Board Meeting approving the BuybackMarch 21, 2020
Date of publication of Public Announcement for BuybackMarch 24, 2020
Record Date for determining the Buyback Entitlement and the names of Eligible Shareholders[●]
Buyback Opening dateApril 3, 2020
Buyback Closing dateOctober 1, 2020
Last Date of verification of Tender Forms by the Registrar[●]
Last date of intimation regarding acceptance / non-acceptance of Tendered Equity Shares to the BSE Limited by the Registrar[●]
*Last date of Settlement of Bids on the BSE Limited[●]
Last date of return of unaccepted Equity Shares by BSE Limited[●]
*Last date of Extinguishment of Equity Shares[●]

Details of Public Announcement

This public announcement (the “Public Announcement”) is made in relation to the Buyback of Equity Shares (as defined below) of Dalmia Bharat Limited (the “Company”) from the open market through stock exchange mechanism, in accordance with Regulation 16(iv)(b) and other applicable provisions of the Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 2018, as amended (including any statutory modification(s), amendment(s) or re-enactments from time to time) (the “Buyback Regulations”) along with the requisite disclosures as specified in Schedule IV to the Buyback Regulations.


Necessity of Dalmia Bharat Limited Buyback

The Buyback is being undertaken by the Company after taking into account the strategic and operational cash requirements of the Company in the medium term and for returning surplus funds to the shareholders in an effective and efficient manner. The Buyback is being undertaken, inter-alia, for the following reasons:

  1. This Buyback will help the Company to return surplus cash to its shareholders holding Equity Shares;
  2. This Buyback may help in improving return on equity, by reduction in the equity base, thereby leading to long term increase in shareholders’ value; and
  3. The Buyback gives an option to the shareholders holding Equity Shares of the Company, who can choose to participate and get cash in lieu of Equity Shares to be accepted under the Buyback or they may choose not to participate and enjoy a resultant increase in their percentage shareholding, post the Buyback, without additional investment.

Impact of Dalmia Bharat Limited Buyback on the Company

The Buyback is expected to enhance overall long-term shareholders’ value for continuing shareholders, without compromising on the future growth opportunities of the Company, as well as provide an exit opportunity to the public shareholders.

This Buyback is not likely to cause any material adverse impact on the earnings of the Company, except a reduction in the treasury income which the Company could have otherwise earned from investments in fixed deposits and mutual funds.

The Buyback will lead to reduction in existing Equity Shares and consequently, is expected to improve the ‘earnings per share’ and enhance return on equity, assuming that the Company would earn similar profits as in the past.

Consequent to the Buyback (which excludes participation by the promoters, members of the promoter group and persons in control of the Company) and based on the number of Equity Shares bought back by the Company from the shareholders including resident outside India, erstwhile overseas corporate bodies, foreign portfolio investors and non-resident Indian shareholders, the shareholding pattern of the Company would undergo a change;

Salient financial parameters consequent to the Buyback based on the latest audited financial statement of the Company for the half year ended March 31, 2019 are as under:

Parameters (based on audited standalone financial statements for year ended March 31, 2019)Pre Buy-backPost Buy-back
(Assuming Full Acceptance)
Net worth (Rs in Crores)
Return on Net worth (%)
Earnings Per Share Basic (Rs)
Earnings Per Share Diluted (Rs)
Book Value per Share (Rs)
Total Debt / Equity Ratio

Basis of Calculating Dalmia Bharat Buyback Price

The Equity Shares of the Company are proposed to be bought back at the Buyback Price, i.e., Rs.700/- (Indian Rupees Seven Hundred Only) per Equity Share.

Maximum Buyback Price of Rs.700/- per Equity Share has been arrived at after considering various factors, including average of the weekly high and low of the closing price of the Equity Shares of the Company on the Stock Exchanges during the 2 weeks preceding the date of the Board Meeting, the net worth of the Company and the potential impact of the Buyback on the earnings per Equity Share and other similar ratios of the Company. The Maximum Buyback Price excludes the Transaction Costs.

The Buyback Price represents

  • Premium of 27.8% and 28.9% over the closing prices on both NSE (i.e., INR 547.6) and BSE (i.e., INR 543.2), on March 17, 2020 i.e., one trading day prior to the date on which the notice of the Board Meeting to consider the Buyback proposal was intimated to NSE and BSE
  • A premium of 33.1% and 33.8% over the closing prices on both NSE (i.e., INR 525.9) and BSE (i.e., INR 523.2), on March 18, 2020, i.e., the date on which the notice of the Board Meeting to consider the Buyback proposal was intimated to NSE and BSE.
  • The Maximum Buyback Price represents a premium of 14.7% and 14.9% compared to the average of the weekly high and low of the closing prices of the Equity Shares on NSE and BSE, respectively, during the 2 (two) weeks preceding the date of the Board Meeting.

The ratio of the aggregate of secured and unsecured debts owed by the Company after the Buyback shall not be more than twice the paid-up capital and free reserves based on both audited standalone and consolidated financial statements


Source of Funds for the Buyback

At the Maximum Buyback Price and for the Maximum Buyback Size, the indicative maximum number of Equity Shares bought back would be 71,42,857 Equity Shares. If the Equity Shares are bought back at a price below the Maximum Buyback Price, the actual number of Equity Shares bought back could exceed the Indicative Maximum Buyback Shares (assuming the Maximum Buyback Size is fully utilised by the Company) but will not exceed 25% of the total number of Equity Shares in the total paid-up equity capital of the Company.

The actual number of Equity Shares bought back will depend upon the actual price, excluding the Transaction Costs, paid for the Equity Shares bought back, and the aggregate consideration paid in the Buyback, subject to the Maximum Buyback Size.

Further, the Company shall utilize at least 50% of the Maximum Buyback Size i.e., INR 250,00,00,000/- towards the Buyback and the Company will accordingly purchase an indicative minimum of 35,71,429 Equity Shares, based on the Maximum Buyback Price.

If the Equity Shares are bought back at a price below the Maximum Buyback Price, the actual number of Equity Shares bought back could exceed the Indicative Maximum Buyback Shares (assuming the Maximum Buyback Size is fully utilised by the Company). However, the total number of Equity Shares to be bought back will not exceed 25% of the total number of Equity Shares in the total paid-up equity capital of the Company.

The amount required by the Company for the Buyback (including the cost of financing the Buyback and the Transaction Costs) will be funded out of the internal accruals of the Company including but not limited to free reserves of the Company, current balances of cash and cash equivalents and fund inflow through sale of current investments of the Company.


Dalmia Bharat Limited – Manager to the Buyback

HDFC Bank Limited
Investment Banking Group,
Unit No. 401 & 402, 4th Floor Tower B
Peninsula Business Park, Lower Parel, Mumbai – 400 013
Tel No.: +91 22 3395 8233; Fax No.: +91 22 3078 8584
Email: dbl.buyback@hdfcbank.com; Website: www.hdfcbank.com
Investor Grievance E-mail: investor.redressal@hdfcbank.com
SEBI Registration No.: INM000011252
Validity Period: Permanent (unless suspended or cancelled by SEBI)
Contact Person: Ravi Sharma/ Harsh Thakkar
CIN: L65920MH1994PLC080618

Dalmia Bharat Limited – Registrar to the Buyback

KFin Technologies Private Limited*
Selenium, Tower B, Plot No- 31 & 32, Financial District
Nanakramguda, Serilingampally Hyderabad Rangareddi TG 500032 IN
Tel No.: 040-6716 2222; Fax No.: 040-2343 1551
Contact Person: Sridhar Balmurli
Email: sridhar.balamurli@kfintech.com; Website: www.kfintech.com
Investor Grievance E-mail: einward.ris@kfintech.com; mailto:einward.ris@karvy.com
SEBI Registration No.: INR000000221
Validity Period: Permanent (unless suspended or cancelled by SEBI)
CIN: U72400TG2017PTC117649

Dalmia Bharat Limited Contact Details

Company Contact Details
Dalmia Bharat Limited
Corporate Identity Number (CIN): L14200TN2013PLC112346
Registered Office: Dalmiapuram Lalgudi, District Tiruchirappalli, Tamil Nadu, India – 621 651
Corporate Office: 11th and 12th Floor Hansalaya Building, 15 Barakhamba Road,
New Delhi, India – 110 001
Tel. No.: +91 11 2346 5100 | Fax No.: +91 11 2331 3303
E-mail: corp.sec@dalmiabharat.com | Website: www.dalmiabharat.com
Contact Person: Dr. Sanjeev Gemawat,
Executive Director-Legal & Group Company Secretary

 


Dalmia Bharat Limited Buyback News

News 1 – Buyback PDF / Draft Letter of Offer [Download]

News 2 – Dalmia Bharat Ltd – Public Announcement


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