GVK should prove ability to buy stake, Bidvest tells court

Industry:    May, 2019

South Africa’s Bidvest Group has asked the Delhi High Court to direct GVK Airport Holdings to prove that it has the Rs 1,250 crore needed to acquire the stake held by the overseas investor in Mumbai International Airport Ltd (MIAL).

The court is hearing a petition filed by Hyderabad-based infrastructure conglomerate GVK Group, which claims that it has the right of first refusal (RoFR) on the 13.5% stake that Bidvest holds in MIAL.

The debt-laden GVK, which also plans to buy the 10% stake owned by another South African company ACSA Global in MIAL, is seeking to stave off a possible challenge for control after reports that the Adani Group had also sought to acquire the Bidvest stake.

“The petitioner (GVK) thus should be called upon to demonstrate to the satisfaction of the court and respondent No. 1(Bidvest) its financial means and capability including readily available funds to purchase shares as of today,” said Amit Sibal, who is representing Bidvest in the case. “It is essential that the petitioner (GVK) should also exhibit its bona fide and show readiness to complete the transaction.”

The GVK Group’s counsel is likely to respond to Bidvest’s demand on May 15, when the matter is scheduled to be heard next, according to the court website.

GVK declined to comment. “Since the matter is sub judice, we will not be able to comment,” a spokesperson for GVK said.

MIAL, which runs the airport in Mumbai, had moved court after Bidvest did not respond to GVK’s offer to buy the latter’s stake in the company under RoFR clause. Bidvest had informed all stakeholders in MIAL that it had found a buyer for its 13.5% stake, valued at Rs 1,248.75 crore, or Rs 77 per share. GVK, which owns 50.5% in the consortium through GVK Airport Holdings, had offered to buy the stake.

GVK, which owns 50.5% in the consortium through GVK Airport Holdings, had offered to buy the stake.

State-owned Airports Authority of India (AAI) owns 26% of MIAL, which holds 74% of the consortium that will build and operate Navi Mumbai airport.

Bidvest further informed the court that it is willing to transfer the shares if GVK Airport Holdings or MIAL furnishes necessary documentation for the transaction including approvals AAI and a letter from lenders led by the State Bank of India (SBI) and security trustees.

Interestingly, AAI, represented by senior counsel Abhinav Vashist, told the court GVK had lost right of first refusal in its view.

Meanwhile, GVK is said to be in advanced negotiations with a combination of National Investment and Infrastructure Fund (NIIF) and Abu Dhabi Investment Authority (ADIA) to raise Rs 6,500 crore funding.

According to people with knowledge of the matter, GVK will use the money to buy a 23.5% in MIAL—Bidvest’s 13.5% and ACSA’s 10% — and the rest would be invested in building Navi Mumbai airport. Adani Group is entering the airport management business, having won bids to upgrade and run facilities at six airports.