CORRIGENDUM TO PUBLIC ANNOUNCEMENT
For the attention of the Shareholders of
Western Ministil Limited (WML)
(Registered Office – Mittal Tower, “A” Wing, 16th Floor, Nariman Point, Mumbai 400 021
In continuation to the Public announcement issued by Aryaman Financial Services Limited, on March 22, 2003, on behalf of M/s. Girdhar Morari Agro Research Pvt. Ltd., (Acquirer ) pursuant to Regulation 10 and 12 and other provisions of Chapter III and in compliance with the Securities & Exchange Board of India Substantial Acquisition of Shares and Takeovers (SAST) Regulations 1997 and subsequent amendments thereto (the "Regulations"), the following revisions /additions as given hereinunder have been made :
1. Under point no. 8 in General as per the original Public Announcement the following shall be included
g. If there is competitive bid :
The public offers under all the subsisting bids shall close on the same date.
As the offer price cannot be revised during 7 working days prior to the closing date of the offers/ bids, it would, therefore, be in the interest of shareholders to wait till the commencement of that period to know the final offer price of each bid and tender their acceptance accordingly
h. There is no non-compete agreement
2. The sellers for the purpose of this offer are M/s. Western Rolling Mills Pvt.Ltd.
3. Under the point 1 “The Offer ”, as per the original Public Announcement the following points shall be included :
a. The other promoters of WML, holding 5,70,640 (26.46%) equity shares are not the parties to the agreement dated 20.03.2003 and therefore, are eligible to participate in the instant offer along with the public.
b. The public announcement was made by the Acquirer on 22.03.03 in compliance with Regulation 15 of the Takeover Regulations in all the editions of The Financial Express (English Daily), Jansatta (Hindi Daily) and Tarun Bharat (Regional – Marathi Daily).
4. Point 4 a in the Reason for the Offer and Future Plans about Target Company as per the original Public Announcement may be read as under :
This offer has been made pursuant to Regulation 10 and 12 and other provisions
of Chapter III and in compliance with the SEBI (SAST) Regulations
5. The offer price has been increased from Re. 0.25 per share to Re. 1.00 per share. This revision shall be affected at point 1c, 1f and 1g as per the original Public announcement.
6. Financial Arrangement :
The following changes has been made under point 6 b of the original public announcement
The maximum purchase consideration payable by the Acquirer in the case of full acceptance of the offer is Rs. 4.31 lacs (increased from Rs. 1.08 lacs). The Acquirer has created a Fixed
Deposit for a sum of Rs. 1.08 lacs (increased from Rs. 0.27 lacs) with HDFC Bank, Nariman Point Branch towards escrow i.e. 25% of the total consideration payable.
7. Under Point no. 7 in Other terms of the Offer as per the original Public Announcement the following points shall be added :
1. The shareholders desirous of withdrawing their acceptances tendered in the offer can do so up to three working days prior to the date of the closure of the offer, in terms of Regulation 22(5A).
2. The withdrawal option can be exercised by submitting the Form of withdrawal so as to reach the Manager to the offer before three working days prior to the date of the closure of the offer. In case of non receipt of the form of withdrawal, the withdrawal option can be exercised by making an application on plain paper along with the following details:
a. In case of physical shares : Name, address, distinctive numbers, folio nos., number of shares tendered / withdrawn.
b. In case of dematerialised shares : Name, address, number of shares tendered/withdrawn, DP name, DP ID, Beneficiary account no. and a photocopy of delivery instruction in “off market” mode or counterfoil of the delivery instruction in “off market” mode, duly acknowledged by the DP in favour of the Depository Escrow account.
3. In case the shares tendered in the open offer are more than the shares agreed to be acquired by the acquirer, the acquirer shall accept all valid applications received from the shareholders on a proportional basis, in consultation with the merchant banker, taking care to ensure that the basis of acceptance is decided in a fair and equitable manner and does not result in non –marketable lots. (This correction shall also be applicable at point no. 8.7 under Procedure for Acceptance and Settlement in the letter of offer)
This Corrigendum Public Announcement would be available on SEBI's website at www.sebi.com.
|
Issued by: Manager To The Offer
|
Registrar to the Offer
|
|
Aryaman Financial Services Limited, 35, Atlanta, Nariman Point,
Mumbai – 400 021.
Tel. : (022) 22826465/66,
Fax : (022) 22826467
Email : aryaman@bom2.vsnl.net.in.
Contact Person : Ms. Radha Kirthivasan
|
Bigshare Services Pvt. Ltd.
E-2/3, Ansa Industrial Estate,
Sakivihar Road, SakiNaka, Andheri (E), Mumbai – 400 072
Tel : 022 2852 3574 / 2856 0652
Fax : 022 2852 5207
e-mail : bigshare@bom7.vsnl.net.in
Contact Person : Mr. Verghese
|
On Behalf of : M/s. Girdhar Morari Agro Research Pvt. Ltd.101, Aangan Apts., Swarg Ashram Street, Tithal Road, Valsad, Gujarat – 396 001Tel : 02632 253866
Place: Mumbai Date: May 06, 200