The open offer by the Japanese drug maker Daiichi-Sankyo to acquire 20 per cent in Hyderabad-based Zenotech Laboratories Ltd (ZLL), scheduled to open today, has hit a legal hurdle.
The Madurai Bench of the Madras High Court gave a stay order on Tuesday, acting on a complaint filed by a minority shareholder.
The ‘open offer’ at a price of Rs 113.62 a share offered by Daiichi in February has been opposed by the minority shareholders of Zenotech, who have been demanding Rs 160 a share, which they claim Ranbaxy had assured.
Ranbaxy, which has been acquired by Daiichi, had hiked its stake in Zenotech to 47 per cent. Mr Jayaram Chigurupati, promoter-CEO, holds 26 per cent at present.
ICICI Securities, the manager to the open offer, which was scheduled to close on August 3, in a notice to the BSE today advised the shareholders of ZLL not to tender any share and no shares, either in dematerialised or physical form would be accepted until an announcement is made in respect of a revised schedule for the offer.
Stating that they were in receipt of the interim injunction in connection with the offer passed by the Madras High Court, ICICI Securities said the registrar to the offer, Karvy Computershare, and the escrow agent, Hong Kong and Shanghai Banking Corporation, have been informed not to accept any shares.
Meanwhile, Mr Chigurupati told Business Line here that “I would suggest that Daiichi get an independent valuation done of ZLL by an investment banker with understanding of biotechnology to arrive at a reasonable price for the stake in the company.” He said the Company Law Board (CLB) has given him the go-ahead to conduct a board meeting to discuss and pass the financials.
The second meeting of the board was held today. Mr Jayaram had filed a complaint with the CLB on July 2. He said the delay in open offer, the legal hurdle now and also the “unfair” valuation were impacting the functioning of the company.
Source: The Hindu Businessline