MUMBAI: Videocon d2h, which is looking at a merger with Indian direct-to-home (DTH) company Dish TV, has announced that it will be delisting from the US bourse NASDAQ.
The amalgamation scheme between Dish TV and Videocon d2h is likely to take place on 22 March 2018 after due regulatory approvals from the Maharashtra registrar of companies and the high court. Videocon d2h shareholders will get Dish TV shares through global depositary receipts. Dish TV shares will not be registered in the US.
Videocon d2h had made its intention to delist in mid-December 2017 but later postponed it because of a change in its plan to amalgamate with Dish TV. 4 April 2018 will be Videocon d2h’s last date of listing and it will be delisted from 5 April. After this, Dish TV will have to file the remaining requirements of US regulator Securities and Exchange Commission (SEC) to terminate Videocon d2h’s reporting obligations. The deregistration will be effective 90 days after Form 15F is filed.
“Pursuant to the Scheme and following the effectiveness of the amalgamation, all outstanding equity shares of Videocon d2h, including equity shares underlying the ADSs, will be mandatorily exchanged for new equity shares of Dish TV. Dish TV is expected to be subsequently renamed Dish TV Videocon Limited. Videocon d2h ADS holders will receive new global depositary receipts (GDRs), each GDR representing one equity share of Dish TV, exchanged at a rate of approximately 8.07331699 new GDRs for every one Videocon d2h ADS (rounded off up to eight decimal places), unless such holders elect to receive equity shares of Dish TV in lieu of GDRs by cancelling their Videocon d2h ADSs,” a release to the NASDAQ stated.
The combined company is to be named as Dish TV Videocon and will hold approximately 29 million subscribers, making it the second-largest DTH company in the world. There was a halt in the merger scheme when Dish TV wanted Videocon d2h to clarify some of the insolvency proceedings against it.
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