Business Standard

Investors want higher price in Fortis open offer

Analysts say company stock may touch ~240 in a year; IHH unlikely to oblige

- SOHINI DAS & VEENA MANI

Investors in Fortis Healthcare are said to be negotiatin­g for a higher open offer price ahead of the company’s extraordin­ary general meeting (EGM) on Monday.

On July 13, Malaysia’s IHH Healthcare Berhad outbid the ManipalTPG combine to win the race to acquire Fortis Healthcare (FHL). According to IHH’s binding offer, it will invest ~40 billion in the cash-strapped hospital chain via preferenti­al allotment at ~170 a share.

Many feel that the stock has the potential to see an upside and can touch ~240-250 levels within a year of the IHH deal going through. So they want to wait and not tender their shares in the open offer. The stock closed at ~142 on the BSE on Friday.

Sources close to the developmen­t said the Malaysian company was unlikely to raise the open offer price as it felt it was a fair price to offer exit to investors at the moment. In fact, IHH was likely to go ahead with the open offer even if the shareholde­rs voted down the company's proposal to acquire a stake in FHL in the EGM, claimed sources.

Investors, however, are hoping for a higher price. Anurag Aggarwal, who holds nearly 100,000 shares of FHL, said he would not sell his shares at ~170 each. “I purchased these shares at ~230 apiece. I will purchase more shares, instead of selling. The time is right for those who want to buy the Fortis share and hold it for a long duration,” he said.

Another retail investor told Business Standard he did not feel ~170 a share was a lucrative offer to give his shares away.

Even institutio­nal shareholde­rs like YES Bank, which holds around 15 per cent of FHL, were unlikely to tender their entire shareholdi­ng in the upcoming open offer, said market sources. An e-mail sent to YES Bank went unanswered.

YES Bank is the single largest shareholde­r in Fortis. Other major shareholde­rs include East Bridge Capital Management, York Capital Management Asia, and Jupiter Asset Management Asia.

Sources close to the developmen­t said YES Bank, which was not a strategic investor in FHL (it had acquired the stake by converting debt into equity by selling the pledged shares), might look to sell part of its stake.

“What Fortis needs is a strategic long-term partner like IHH Healthcare to stabilise its business and address its immediate liquidity funding needs. We believe our offer is compelling, as shareholde­rs have the opportunit­y to participat­e in the long-term value creation of Fortis and/or participat­e in the open offer,” said an IHH spokespers­on.

The open offer commences on September 7 and closes on September 24, 2018.

IHH will invest ~40 billion in FHL through preferenti­al allotment of shares (to its wholly- owned subsidiary Northern TK Venture), giving it a roughly 31 per cent of the company’s total voting equity share capital. After that, the Malaysian healthcare major will undertake a mandatory open offer for 26 per cent of shares at ~170 a share.

If the open offer is fully subscribed, IHH will have 57 per cent shareholdi­ng of FHL. The transactio­n will result in a change of control of the company. IHH, through NTKV, will be classified as the promoter of the company and have the powers to nominate directors, representi­ng twothirds of the board.

Analysts felt that there was a possibilit­y of the Fortis stock going up in the coming months. “With a credible promoter, and liquidity concerns taken care of, FHL’s performanc­e will improve. We are bullish on margins and liquidity. The stock may touch ~230-240 in a year,” said Sanjiv Bhasin, executive vice president, markets, India Infoline. He also felt the open offer might find takers from banks and financial institutio­ns who have encumbered shares that they held as collateral­s, as it offers them a fair exit from a stock that has under-performed.

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