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Hinduja Group to merge cable TV and HITS biz under IMCL
MUMBAI: In a major restructuring, the Hinduja Group has decided to have its cable TV and headend-in-the-sky (HITS) businesses housed in a single entity.
The HITS business will move from Grant Investrade Ltd (GIL) to IndusInd Media & Communications Ltd (IMCL), the company under which the cable TV business is run.
As part of the process, GIL, a wholly owned subsidiary of Hinduja Ventures Ltd (HVL), will demerge its HITS business. It will be merged with IMCL to create a consolidated powerhouse.
The HITS licence, held by GIL, will also move to IMCL. The company will seek approval of the Ministry of Information and Broadcasting (MIB) to transfer the HITS licence.
Tony D’Silva is currently heading both the businesses. The parent of both GIL and IMCL is HVL, a listed company.
The HITS business is operated under the brand NXT Digital, while the digital cable TV business is run under In Digital brand.
The merged entity could go for an initial public offering (IPO) in future, media analysts said.
The broadband business will continue to be in a separate unit but the functions are in any case integrated.
Multi-system operators (MSOs) have demerged their broadband business into a separate subsidiary. A key reason for this is the lack of clarity on whether MSOs have to pay 8% adjusted gross revenue (AGR) as licence fee on only the broadband business or the company’s total income.
In FY16, IMCL’s broadband business was demerged into Planet E Shopping, which is an associate company of HVL.
The scheme of arrangement between GIL and IMCL wherein GIL will demerge its HITS business undertaking to IMCL is subject to approval from the MIB.
The scheme of arrangement was approved by the board of directors of GIL and IMCL at their meetings held on 21 July, and it was noted in the HVL board on 22 July.
The HVL board has also approved the conversion of 10,00,000 1% participatory redeemable non-cumulative preference shares (1% PRNCPS) of Rs 10 each held in GIL into equity shares. GIL will issue its 634,518 equity shares of Rs 10 each against the conversion of 10,00,000 1% PRNCPS.
The company envisages that the consolidation of the HITS and cable TV businesses will further enhance shareholders’ value and help rationalise the group structure by optimising the resources and integrating operational synergies both in revenue and costs.
The combined entity will also be able to venture and grow in the newer areas and upcoming linked digital technology value additions that would be relevant for this business and same set of customers.
According to HVL, the merger of GIL’s HITS business undertaking with IMCL will be a unique first in the country in digital cable and has a long-term positive financial implication in terms of competitive strength, technology synergies, customer service efficiency and high productivity with a genuine all-India reach.
Similar models in developed countries have witnessed leadership results in mid-to-long term, it noted.
In a separate development, HVL has upped its stake in IMCL from 56.09% to 61.91%. HVL has completed the purchase of 43,03,000 equity shares and 7,03,60,000 preference shares of IMCL from GIL.
The transaction, which took place at a premium of Rs 456 per share, values IMCL at Rs 3,445 crore. HVL paid Rs 200.5 crore (Rs 2.01 billion) to acquire 43,03,000 shares of IMCL from GIL.