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Vedanta Ltd

US:VEDL
No current share price held for this company.

Past year: ▲ 152%(6.56 – 16.50 USD)

Market cap
—
Shares on issue
—
Story beats
14 since 2012
Last event
19 Nov 2021

History

Vedanta grew from a Goa-based group of merged metals companies into an oil, metals and steel business through mergers and insolvency takeovers, then moved to leave the NYSE in 2021.

2012-2013: Building Sesa Sterlite

The story begins in May 2012, when Sterlite, the Vedanta Group's Indian metals company, filed plans for an all-share merger with Sesa Goa, MALCO, Sterlite Energy and Vedanta Aluminium to form Sesa Sterlite. Sterlite shareholders were to receive three Sesa shares for every five Sterlite shares, and Vedanta Resources plc was expected to own 58.3% afterwards. Management expected synergies worth over US$200 million a year for the first four fiscal years.

Sterlite's shareholders approved the scheme in June 2012, with 92% by value in favour. The Bombay High Court (Goa bench) approved it in April 2013, with the Madras High Court's order still awaited at that point. On 29 August 2013 Sesa Goa issued the new shares: about 1,944.5 million to Sterlite holders, about 78.7 million to MALCO holders and about 72.3 million to Ekaterina holders. Paid-up share capital rose from Rs. 869,101,423 to Rs. 2,964,674,487. The record is quiet on the following years.

2016-2017: Folding in Cairn India

In August 2016 Vedanta set out its plan to merge Cairn India, the oil and gas company in which it already held 59.88%. The terms, first set in June 2015, were revised in July 2016: each outside Cairn India shareholder would get one Vedanta share plus four 7.5% redeemable preference shares (shares that pay a fixed return and can be repaid). Vedanta Resources plc would then own 50.1%, and Cairn India's outside shareholders 20.2%.

Shareholders and creditors approved the scheme on 8 September 2016, with 99.99% by value at the court-convened meeting. The merger took effect on 11 April 2017. Cairn holders on the 27 April 2017 record date were to receive the new shares, plus an interim dividend of Rs. 17.70 per share, and Vedanta promised a third-party cash exit at par for the preference shares. Whether those shares were issued and the exit completed is not confirmed in the record.

2017-2020: New ventures and a longer licence

In December 2017 Vedanta's subsidiary Cairn India Holdings approved a c.US$158 million investment in AvanStrate, a Japanese maker of LCD glass substrate, a new line outside metals and oil. Completion needed lender consent, and it is not confirmed.

Steel followed. In March 2018 creditors chose Vedanta to take over insolvent Electrosteel Steels, and in April 2018 the National Company Law Tribunal approved its plan: INR 1,805 crore of equity and INR 3,515 crore of debt, for about 90% ownership. Regulatory approvals were still needed, and completion is not confirmed.

In October 2018 the Government approved a ten-year extension of the Rajasthan oil block contract from 15 May 2020, though whether the extension policy applies is before the courts. In January 2020 a tribunal approved Vedanta's takeover of insolvent ferro chrome producer FACOR, with Vedanta to hold 100%.

2021: Leaving New York

Shares on issue stood at 3,717,504,871 through 2018 to 2022. In September 2021 Vedanta announced it would delist its American depositary shares from the NYSE and end the programme, citing low trading volume and costs. Holders could swap into Indian shares until 8 December 2021, after which Citibank could sell what remained.

On 19 November 2021, the latest record date, the Supreme Court had ruled the day before that the Government of India could sell its entire stake in Hindustan Zinc, a Vedanta subsidiary, on the open market. It also directed the CBI to register a case over the 2002 disinvestment. No price, timing or effect on Vedanta's holding was given. Several threads, including Electrosteel's closing and the Rajasthan court challenge, remained open.

Written from the 14 story beats below (2012 to 19 Nov 2021), which come from the company's own announcements and filings.

Beat by beat

The events that changed the company's story, in plain English, each written against everything known about the company at the time. The dot shows whether it was good, bad or neutral for shareholders.

shares on issue market cap (log scale)

20213.72bn shares · US$61.34bn market cap

  1. 19 Nov

    The Supreme Court ruled on 18 November 2021 that the Government of India may go ahead with selling its entire stake in Hindustan Zinc Limited, a Vedanta subsidiary, in the open market under SEBI rules. It held that HZL is no longer a Government company, so the Government is entitled to exercise its rights as a shareholder. The court also directed the CBI to register a regular case over how HZL was disinvested in 2002. The filing gives no sale price, timing or buyer, and does not state any effect on Vedanta's own holding in HZL.

    asset acquisition disposition

    3.72bn shUS$61.34bn
  2. 23 Sept

    Vedanta announced it intends to delist its American depositary shares from the NYSE and end its ADS programme, planning to file Form 25 around 29 October 2021 and later deregister with the SEC. It cites low ADS trading volume and the costs of the listing. Trading will then be concentrated on BSE and NSE in India. This ends the NYSE listing set up through the 2013 Citibank deposit agreement; ADS holders can swap into Indian shares by 8 December 2021, after which Citibank may sell the remaining shares and pay out the proceeds, subject to Indian withholding tax of up to 43.68%.

    listing compliance notice

    3.72bn shUS$61.19bn

20203.72bn shares · US$29.37bn market cap

  1. 3 Feb

    After a 30 January 2020 order by the National Company Law Tribunal (Cuttack), Vedanta is implementing its approved plan to take over insolvent Ferro Alloys Corporation (FACOR), a ferro chrome producer in Odisha, holding 100% of it. It pays INR 10 crore plus the cash balance in subsidiary FACOR Power, plus zero-coupon debentures of INR 270 crore face value to creditors, payable equally over 4 years from March 2021. This is a second insolvency-process acquisition after Electrosteel, and the filing says it complements Vedanta's steel business.

    business combination

    3.72bn shUS$29.37bn

20183.72bn shares · US$47.58bn market cap

  1. 30 Oct

    The Government of India approved a ten-year extension of the Rajasthan Block (RJ-ON-90/1) production sharing contract, which was due to expire on 14 May 2020, so it now runs from 15 May 2020 for another 10 years. This is the block from the Cairn India business merged in 2017; Vedanta holds 70% directly and via a subsidiary, and ONGC holds 30%. The extension is subject to certain conditions, and the filing says the applicability of the extension policy to this contract is currently sub judice (before the courts).

    regulatory community update

    3.72bn shUS$47.58bn
  2. 18 Apr

    The National Company Law Tribunal (Kolkata) approved Vedanta's resolution plan for Electrosteel Steels, making its terms binding; this follows the March 2018 Letter of Intent. A wholly owned Vedanta subsidiary will put in INR 1,805 crore (US$275.7m) of equity and INR 3,515 crore (US$536.9m) of debt, which Electrosteel will use to pay its financial creditors INR 5,320 crore (US$812.6m). Vedanta would hold about 90%, funded from existing cash; the filing says the directors expect no material earnings impact in the year to March 2019, and completion still needs approvals including from the Competition Commission of India and SEBI. Electrosteel lost INR 1,463.48 crore in the year to March 2017.

    business combination

    3.72bn shUS$65.32bn
  3. 2 Apr

    Vedanta said on 31 March 2018 that creditors of Electrosteel Steels Limited, which is in insolvency proceedings, declared it the successful resolution applicant and sent it a Letter of Intent, which Vedanta accepted. Closing depends on regulatory requirements and the final terms approved by the National Company Law Tribunal; no price is given in this filing.

    business combination

    3.72bn shUS$65.32bn

2017

  1. 27 Dec

    Vedanta announced that its wholly owned subsidiary Cairn India Holdings approved a c.US$158 million investment in AvanStrate, a Japanese maker of LCD glass substrate majority owned by the Carlyle Group. It covers c.US$151 million to buy existing debt (face value c.US$299 million) from banks, just over 51% of the equity for a nominal sum, and a c.US$7 million loan. Completion depends on consent from AvanStrate's lenders and is expected before 31 December 2017. This is a new business line outside the metals and oil and gas operations; the filing describes it as giving 'optionality' to technology materials.

    business combination

  2. 12 Apr

    Vedanta announced that the Cairn India merger became effective on 11 April 2017, completing the deal planned since 2015 and revised in July 2016. Cairn India shareholders on the 27 April 2017 record date receive 1 Vedanta share and 4 7.5% redeemable preference shares per Cairn share, plus an interim dividend of Rs. 17.70 per share; Vedanta says it will arrange a third-party cash exit at par for the preference shares within 30 days of issue. Cairn India's own shares are cancelled under the scheme (the 2016 information statement said it would cease to exist).

    business combination

2016

  1. 14 Sept

    Vedanta's shareholders and creditors approved the Cairn India merger scheme at meetings on 8 September 2016: 97.84% by number and 99.99% by value of those voting at the court-convened meeting, and 99.98% by value of public shareholders in the postal ballot (promoters did not vote on that item). A related capital reduction was approved with 99.97% of votes in favour. This clears the shareholder votes; the scheme still needs High Court and regulatory approvals.

    business combination

  2. 12 Aug

    Vedanta filed an information statement dated 8 August 2016 on its plan to merge Cairn India (the oil and gas company in which it already owned 59.88%) into itself. The original June 2015 terms were revised on 22 July 2016: each Cairn India shareholder (other than Vedanta and its subsidiaries) would get one Vedanta share plus four 7.5% redeemable preference shares of Rs. 10 each, with a tenure of 18 months, instead of one preference share. After the deal Vedanta Resources plc would own 50.1% of Vedanta and Cairn India's outside shareholders 20.2%. This is the Cairn India transfer that the earlier planned structure pointed to, now being done as a full merger; it still needs shareholder and High Court approval.

    business combination

2013

  1. 29 Aug

    On 29 August 2013 Sesa Goa issued new shares under the merger schemes: about 1,944.5 million to Sterlite shareholders (3 for every 5), about 78.7 million to MALCO shareholders (7 for every 10) and about 72.3 million to Ekaterina shareholders (1 for every 25). Paid-up share capital rose from Rs. 869,101,423 to Rs. 2,964,674,487; the new shares still need Indian exchange listing and trading approval. This is the share exchange the earlier merger plan described, now carried out.

    business combination

  2. 4 Apr

    The Bombay High Court (Goa bench) approved the Sterlite/Sesa Goa merger scheme by order dated 3 April 2013. The Madras High Court hearings have finished but its order is still awaited, so the merger is not yet fully cleared.

    business combination

2012

  1. 26 June

    Sterlite's equity shareholders approved the merger scheme at the court-convened meeting on 21 June 2012, with 89.75% of valid members by number and 92% by value voting in favour. This clears the shareholder vote, but the scheme still needs approval from the Madras High Court.

    business combination

  2. 31 May

    Sterlite (the Vedanta Group's Indian metals company) filed an information statement for a proposed all-share merger with Sesa Goa, MALCO, Sterlite Energy and Vedanta Aluminium to form Sesa Sterlite. Sterlite shareholders would get three Sesa shares for every five Sterlite shares (and three Sesa ADSs for every five Sterlite ADSs), with Vedanta Resources plc expected to own 58.3% afterwards. The scheme still needs shareholder votes and approval from two Indian High Courts, and the filing says management expects synergies with an earnings impact of over US$200 million a year for the first four fiscal years.

    business combination