Takeover of Raasi Cements

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    By

    Students Of-

    University Of Madras

    Chennai

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    A combination of two or more companies in which the assets and

    liabilities of the selling firm(s) are absorbed by the buying firm.

    Although the buying firm may be a considerably different

    organization after the merger, it retains its original identity.

    When two or more companies consolidate by exchanging common

    stock, and the resulting single company replaces the old

    companies, the consolidation is described as a merger

    A merger is different from an acquisition, in which one companypurchases, or takes over, the assets of another. The acquiring

    company continues to function and the acquired company ceases

    to exist. Shareholders of the acquired company receive shares in

    the new company in exchange for their old shares.

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    The purchase of an asset such as a plant, a division, or

    even an entire company. For example, the Walt Disney

    Company made a major acquisition in 1996 when itpurchased Capital Cities/ABC, Inc., in order to extend its

    reach in the entertainment industry

    If a company buys another company outright, or

    accumulates enough shares to take a controlling interest,

    the deal is described as an acquisition.

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    Raasi was promoted by Raju and his son-

    in-law, N P KR

    aju in 1978. Other thancement, the group also had interests in

    ceramics and paper.

    Raasi's cement division had a capacity of

    1.60 mtpa.

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    Date established 1946

    Locations: Kerala, Andhra Pradesh, Karnataka,

    Orissa, Goa, Maharastra

    Board ofDirectors and Executives

    Vice Chairman : N. Srinivasan

    Sr. President : T S Raghupathy

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    Analysts pointed out that ICL had strategic advantages in

    taking overRaasi. In 1997, ICL added 2.2 million tonnes

    per annum (mtpa) new capacity through acquisitions and

    expansions.

    The addition ofRaasi's 2 mtpa capacity would make itthe undisputed leader in the south of the country. Again,

    a Raasi takeover meant automatically acquiring 39.5%

    equity in the 1 mtpa Sri Vishnu Cement Ltd. (SVCL),

    another Group Company.

    The takeover ofRaasi also would help in rationalizationof various markets between ICL and Raasi, and

    interchangeable use of Sankar, Coromandel6 and Raasi

    brand names.

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    By January 1998, Srinivasan had accumulated

    18.03% ofRaasi's equity, both through openmarket purchases as well as by buying out thestake of an estranged faction of the Raju family.

    In February 1998, Srinivasan announced anopen offer to acquire an additional 20% of

    Raasi's equity. He offered Rs 300 per share, 72.41% above the

    stockmarket price ofRs 174 on February 26,1998.

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    It was believed that SVCL, in which Raasi had a 39.5%

    stake, would be a part of the deal.

    In 1997, Raasi had convened a couple of board meetings

    and its shares in SVCL were divested at Rs. 10 each to

    Rajus friends and relations.ICL reported this to SEBI. In august 1998, Raju and his associates announced an

    open offer for a 20% stake in SVCL at Rs 25 per share to

    increase their share from 39.5% to 60%.

    In October 1999, Raju sold his 39.5% stake in SVCL to

    ICL, with this ICL acquired 88.55% of SVCL. By the endof2000, SVCL became a subsidiary of ICL.

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    Internal

    Factors

    External

    Factors

    Strength

    S

    Weakness

    W

    Opportunity

    O

    SO Strategy

    ICL was one of the largest

    cement producers in south

    India.

    The company had a strong

    presence in the states of

    Tamil Nadu, Kerala and

    Andhra Pradesh.

    WO Strategy

    Taking over small cement

    industries.

    Investing buying shares to

    take over.

    Market penetration through

    the same brand name along

    with ICL brand name.

    ThreatsT

    ST Strategy

    Hostile takeover

    Takeover is opposed by the

    management.

    Lot of controversies and

    legal proceedings.

    WT Strategy

    As it has higher share

    holdings it settled the

    opposition along with SEBI.

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    Third largest cement group inIndia with acapacity of14 mtpa

    plan to increase capacity to 15.7mtpa by June2010

    Largest player inSouth India with 15.4%market share in FY09

    Strong brands Sankar, Coromandel andRaasi

    Wide spread marketingnetwork

    AcquisitionofIndo-Zinc and set-upof1.5mtpagreenfield unit at Banswara, Rajasthan by mid-June, 2010

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    Takeover orAcquisition strategy is a

    popular strategic alternative adopted by

    Indian companies. It suited ICL since long back.

    These takeovers strategy suited for ICL for

    its leadership position in South India.

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