Hindustan Composites Ltd: Updates on Buy back Offer

India Infoline Ltd ("Manager to the Buyback Offer") on behalf of Hindustan Composites Ltd ("Target Company") has informed the Post Offer Public Announcement to the equity shareholders/ beneficial owners of Target Company, which is in continuation of & should be read in conjunction with the Public Announcement ("PA") published on January 25, 2011, Corrigenda were published on February 09, 2011 and February 10, 2011 respectively.

This Post Offer Public Advertisement regarding completion of Buy-Back offer in compliance with Regulation 19(7) of the Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 1998 ("Buy-Back Regulations") and subsequent amendments thereof.

A. The Buy back:

The Company had announced the buy-back of its fully paid-up Equity Shares of face value Rs. 10/- each ("Equity Shares") in accordance with the provisions of Sections 77A, 77AA and 77B of the Companies Act, 1956 (the "Act") read with Article 16A of the Articles of Association of the Company and the Buy-Back Regulations at a price not exceeding Rs. 550/- per Equity Share ("Maximum Offer Price") payable in cash, for an aggregate amount not exceeding Rs. 3,180.76 Lacs ("Buy-Back Size") from the existing owners/ beneficial owners of the Equity Shares of the Company other than the Promoters, Persons who are in control of the Company and Promoter Group.

The buy-back was implemented by the Company through the methodology of "Open Market purchases through Stock Exchanges" using the electronic trading facilities of the Bombay Stock Exchange Ltd ("BSE") and the National Stock Exchange of India Ltd ("NSE"), ("Stock Exchanges").

The buy-back commenced on February 10, 2011 and closed on March 18, 2011. The said closure was approved by the Buy-Back Committee of the Company at its meeting held on March 16, 2011.

B. Details of the Buy back:

The total number of Equity Shares bought back under the buy-back is 5,77,000 Equity Shares for a total consideration of Rs. 3,152.68 lakhs (excluding brokerage and other charges). The Company is in the process of extinguishing 4,907 Equity Shares bought back.

Till the closure of the buy-back, the Company has utilized a total of Rs. 3,152.68 lakhs (excluding brokerage and other charges) which represents 99.12 % of the Buy-Back Size.

The price at which the Equity Shares were bought back was dependent on the price quoted on the BSE and the NSE. The Equity Shares were bought back at an average price of Rs. 546.39 per Equity Share.

The Equity Shares bought were in the demat segment from the Stock Exchanges. As the offer for the buy-back of the Equity Shares of the Company was from the open market through Stock Exchange(s), the identity of shareholders from whom Equity Shares exceeding one percent of the total Equity Shares bought in the buy-back is not known.

C. Capital Structure:

The capital structure of the Company, pre and post buy-back, is as under:

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Share CapitalIssued, Subscribed & Paid-up
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Pre-Buy-Back (as on as on date of publishingRs. 5,50,00,000/- (55,00,000 Equity Shares of Rs. 10/- each
of the PA i. e. January 25, 2011)
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Post-Buy Back*Rs. 4,92,30,000/- (49,23,000 Equity Shares of Rs. 10/- each
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* The Company is in process of extinguishing 4,907 Equity Shares bought back.Read More