IHH can proceed with open offer after order from Delhi High Court: SEBI

Malaysia’s IHH Healthcare announced that the Securities and Exchange Board of India (“SEBI”) has advised it to proceed with its stalled open offer to acquire 26.1 per cent market share in Fortis Healthcare after obtaining an appropriate order from the Delhi High Court.

 In view of this letter from the SEBI, IHH is obtaining advice from legal counsel on next steps.

In the statement, IHH reaffirmed its commitment to its investors and the India healthcare sector.

IHH Healthcare had acquired 31.17 per cent stake in Fortis by infusing fresh capital of Rs 4,000 crore in November 2018. The company has been waiting for a go-ahead to proceed with its stalled open offer to acquire an additional 26.1 per cent stake in Fortis.

The open offer, which was originally scheduled to commence on December 18, 2018 and close on January 1, 2019, entailing a total sum of Rs 3,300 crore, could not materialise due to a Supreme Court order.

The apex court in September directed the Delhi High Court to consider appointing forensic auditors to analyse the transactions entered into by Fortis and other related transactions.

“The Securities and Exchange Board of India (Sebi) has advised on November 16, 2022, that the Open Offers should be proceeded with after obtaining an appropriate order in this regard from the Delhi High Court. In view of this letter from the SEBI, IHH is obtaining advice from legal counsel on next steps,” Fortis Healthcare said in a regulatory filing.

Last week, IHH Healthcare stated that it is ready to proceed with its stalled open offer once capital markets regulator SEBI gives it a go-ahead.

Kelvin Loh, MD & CEO, IHH Healthcare had stated, “With the recent Supreme Court judgement ruling making clear that we have conducted our investment into Fortis in a fair and transparent manner, we are discussing with Sebi to move ahead with the offer.” IHH Healthcare noted that following the recent judgment of the Supreme Court of India, the Special Leave Petition, the Original Contempt Petition and the Suo Moto Contempt Petition are disposed of.

The IHH-Fortis deal got stuck due to a legal battle between Daiichi and the former promoters of Fortis Healthcare.

The former promoters of Fortis Healthcare, Malvinder Singh and Shivinder Singh, are facing a court battle after Japanese firm Daiichi Sankyo challenged the Fortis-IHH share deal to recover the Rs 3,600-crore arbitration award that it had won before a Singapore tribunal against the Singh brothers.

In 2018, when some Indian lenders sold the pledged shares of Fortis Healthcare to the Malaysia-based firm, Daiichi went to court alleging that the former promoters of Fortis had assured them that their shares in the Indian hospital chain will cover the arbitral award amount.

Later, the Supreme Court ordered status quo with regard to the sale of controlling stakes of Fortis Healthcare to IHH Healthcare by Malvinder Singh and Shivinder Singh, and put on hold IHH’s open offer for an additional 26.1 per cent stake in Fortis. In September this year, the Supreme Court awarded six months jail term to Malvinder Singh, and Shivinder Singh, in a case related to the sale of shares of Fortis to IHH Healthcare.