United Breweries (Holdings) Limited (BSE:507458), Zuari Fertilisers and Chemicals Ltd., Zuari Agro Chemicals Limited (BSE:534742), McDowell Holdings Limited (BSE:532852) and Kingfisher Finvest India Ltd. made an offer to acquire additional 26% stake in Mangalore Chemicals & Fertilizers Limited (BSE:530011) for INR 2.1 billion in cash on May 12, 2014. The investors will acquire 30.8 million shares at INR 68.55 per share. INR 21.122956 million has been deposited in escrow account. The offer represents a competing offer to the one made by SCM Soilfert Limited and Deepak Fertiliser And Petrochemicals Corporation Limited made an offer to acquire an additional 26% stake in Mangalore Chemicals & Fertilizers Limited (BSE:530011) for INR 1.9 billion in cash on April 23, 2014.

As per the agreement, Vijay Mallya shall continue to be the Chairman of the Board, and shall remain Chairman of the Board at least for a period of five years from the date of completion and the UB Group shall continue to be entitled to appoint three Directors on the Board. Upon completion, the Adventz Group shall be entitled to appoint one Director on the Board of Directors.

The offer is not conditional upon any minimum level of acceptances. The offer is subject to receipt of statutory approvals and regulatory approvals. The offer is subject to receipt of approval from the Competition Commission of India. The transaction has been approved by Board of United Breweries.

The date for filing of the draft letter of offer with SEBI is May 27, 2014, the last date for Public Announcement of a competing offer as per the first detailed public statement is May 23, 2014, the last date for receipt of comments from SEBI on the draft letter of offer is June 17, 2014, the last date by which the letter of offer is required to be dispatched to shareholders of Mangalore Chemicals & Fertilizers is June 26, 2014, the last date for upward revision of the offer price/offer size is June 30, 2014, the last date by which the committee of the Independent Directors of Mangalore Chemicals & Fertilizers shall give its recommendation is July 1, 2014, the last date of publication of the offer opening Public Announcement is July 2, 2014, and the date by which all requirements including payment of consideration would be completed is July 31, 2014.

The offer period is from July 3, 2014, to July 16, 2014. The transaction was approved by SEBI on July 15, 2014. As on July 24, 2014, it was announced that tendering period for the offer may commence not later than twelve working days from the date of approval from the Competition Commission of India. The tendering period for the offer may commence not later than twelve working days from the receipt of CCI approvals and the payment to all successful shareholders who tender their shares in the offers, thereafter, may be made within the specified timeframe of ten working days from the last date of the tendering period.

The offer period is revised from July 3, 2014, to July 16, 2014 to October 01, 2014 to October 17, 2014. As of August 20, 2014, the offer made by SCM Soilfert Limited and Deepak Fertiliser And Petrochemicals Corporation Limited has been approved by the Competition Commission of India. As of September 4, 2014, the transaction has been approved by Competition Commission of India. As on September 25, 2014, the competing offer per share has been revised to INR 93.6 per share. As on September 25, 2014, the offer per share increased to INR 81.6. As on October 14, 2014, the date for the expiry of the tender offer is revised to October 20, 2014. The last date for acceptance or rejection would be November 7, 2014. As of November 10, 2014, 42,424 common shares were tendered for this open offer.

Praveen Kumar Sangal from Ambit Corporate Finance acted as manager to the offer for United Breweries (Holdings), Zuari Fertilisers, Zuari Agro Chemicals, McDowell Holdings and Kingfisher Finvest. Ayush Jain and Vishal Kanjani from ICICI Securities Limited acted as manager to the offer for United Breweries (Holdings), Zuari Fertilisers, Zuari Agro Chemicals, McDowell Holdings and Kingfisher Finvest. V.Sankar Aiyar & Co acted as accountant for Zuari Agro Chemicals and Zuari Fertilisers and Chemicals. M Murali Krishna of Karvy Computershare Private Limited acted as registrar for United Breweries, Zuari Fertilisers and Chemicals, Zuari Agro Chemicals, McDowell Holdings and Kingfisher Finvest India. HDFC Bank Limited acted as escrow agent in the transaction. Pallavi S Shroff of Amarchand & Mangaldas & Suresh A Shroff & Co. acted as legal advisor for Zuari Fertilisers and Chemicals Ltd and Zuari Agro Chemicals Limited. Link Intime India Pvt. Ltd. acted as a registrar to Mangalore Chemicals.

United Breweries (Holdings) Limited (BSE:507458), Zuari Fertilisers and Chemicals Ltd., Zuari Agro Chemicals Limited (BSE:534742), McDowell Holdings Limited (BSE:532852) and Kingfisher Finvest India Ltd. acquired an additional 0.04% stake in Mangalore Chemicals & Fertilizers Limited (BSE:530011) for INR 3.5 million on October 20, 2014. 42,424 shares were accepted.